In Re Jones Soda Company Securities Litigation 07-CV-01366

1 ZWERLING, SCHACHTER & ZWERLING, LLP Dan Drachler 2 1904 Third Avenue Suite 1030 3 Seattle, WA 98101-1170 4 Tel 206-223-2053 Fax 206-343-9636 5 KAPLAN FOX & KILSHEIMER LLP 6 Frederic S. Fox Joel B. Strauss 7 Jeffrey P. Campisi 8 850 Third Avenue, 14th Floor New York, NY 10022 9 Telephone: (212) 687-1980 Facsimile: (212) 687-7114 10 Attorneys for Lead Plaintiff Movant James D. Stevens, Jr 11

12 UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON 13 AT SEATTLE

15 In re JONES SODA COMPANY Master File No. 07-cv-1366-RSL SECURITIES LITIGATION 16 Class Action 17 Note on Motion Calendar: November 18 23, 2007 19 Oral Argument Requested 20

21 This Document Relates To: MOTION TO: (1) APPOINT JAMES D. 22 STEVENS, JR. AS LEAD PLAINTIFF; ALL ACTIONS. AND (2) APPROVE LEAD PLAINTIFF 23 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL 24

MOTION TO: (1) APPOINT JAMES D. STEVENS, JR ZWERLING, SCHACHTER & ZWERLING, LLP AS LEAD PLAINTIFF; AND (2) APPROVE LEAD PLAINTIFF 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 TO: ALL PARTIES AND THEIR COUNSEL OF RECORD:

2 Lead Plaintiff Movant James D. Stevens, Jr. (`Stevens") will and hereby does move this 3 Court on a date and at such time as may be designated by the Court at the United States 4 Courthouse, 700 Stewart Street, Seattle, WA 98101, for an order: (1) appointing Stevens Lead 5 Plaintiff pursuant to the Private Securities Litigation Reform Act of 1995; and (2) approving Lead 6 Plaintiff' s choice of Lead Counsel and Liaison Counsel. 7

8 This Motion is made on the grounds that: 1) Stevens believes he is the most adequate

9 plaintiff possessing claims arising out of the Securities Exchange Act of 1934. In addition, Stevens

10 meets the requirements of Rule 23 of the Federal Rules of Civil Procedure because his claims are 11 typical of class members' claims and he will fairly and adequately represent the class of persons that 12 purchased Jones Soda Company stock during the period November 1, 2006 through August 2, 13 2007. Further, Stevens has selected and retained counsel experienced in securities class actions as 14 its counsel. 15

16 The facts and law supporting this Motion are fully set forth in the accompanying

17 of Law and Declaration of Dan Drachler dated November 5, 2007, both submitted in Support of

18 Stevens' Motion for: (1) Appointment of Lead Plaintiff, and (2) Approval of Lead Plaintiff's Choice 19 Lead Counsel and Liaison Counsel. 20

MOTION TO: (1) APPOINT JAMES D. STEVENS, JR ZWERLING, SCHACHTER & ZWERLING, LLP AS LEAD PLAINTIFF; AND (2) APPROVE LEAD PLAINTIFF1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 1. INTRODUCTION

2 Presently pending in this district are several consolidated securities class actions (the 3 "Consolidated Actions"T brought pursuant to Sections 10(b) and 20(a) of the Securities Exchange 4 Act of 1934 (the "Exchange Act"). During the period November 1, 2006, through August 2, 2007, 5 James D. Stevens, Jr. (`Stevens") suffered losses from his transactions in the common stock of 6 Jones Soda Company ("Jones Soda") of approximately $44,000.2 Stevens respectfully submits this 7

8 Memorandum of Law in Support of his motion to: (1) appoint him as Lead Plaintiff and (2)

9 approve Lead Plaintiff's choice of counsel, the law firm of Kaplan Fox & Kilsheimer LLP ("Kaplan

10 Fox"), as Lead Counsel, and Zwerling, Schachter & Zwerling, LLP ("Zwerling Schachter") as 11 Liaison Counsel. 12 II. PROCEDURAL BACKGROUND 13 On September 3, 2007, Tillie Saltzman ("Saltzman") commenced a securities class action 14 on behalf of all persons or entities who purchased Jones Soda common stock during the period 15

16 March 9, 2007 through August 2, 2007.3 On September 4, 2007, Saltzman published notice to

17 class members on Business Wire, as required by the Private Securities Litigation Reform Act of

18 1995 (`PSLRA") (the "Notice"). See Drachler Decl. Ex. C. The Notice advised those who 19 purchased the common stock of Jones Soda of the existence of a lawsuit against the defendants and 20

21 1 On October 29, 2007, the Court ordered that all related securities class actions cases be 22 consolidated in the first filed action, Saltzman v. Jones Soda Co., et at. Civil Action No. 2:07-cv- 01366-RSL. (Docket Entry No. 10). 23 2 The transactions of Stevens in Jones Soda common stock during the Class Period are set 24 forth in his Declaration attached as Exhibit A to the Declaration of Dan Drachler submitted in support of the instant motion, dated November 5, 2007 (hereinafter referred to as "Drachler 25 Decl."). A chart setting forth Stevens' losses is attached as Exhibit B to the Drachler Decl.

26 3 Subsequently filed cases allege a class period of November 1, 2006 through August 2, 2007.

2 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 the nature of the defendants' materially false and misleading statements. The Notice further

2 advised class members of their right to move the Court to be appointed Lead Plaintiff within 60 3 days, or by November 5, 2007. 4 Stevens now moves this Court to appoint him as Lead Plaintiff for the Consolidated Actions 5 and approve of his choice of counsel. 6 III. SUMMARY OF THE ACTION 7

8 Defendant Jones Soda was founded in 1986 and is headquartered in Seattle, Washington.

9 Jones Soda engages in the development, production, marketing, and distribution of beverages

10 primarily in the United States and Canada. Its products include Jones Pure Cane Soda, a soda 11 drink; Jones Organics, a ready-to-drink organic tea; Jones Energy and WhoopAss, citrus energy 12 drinks; Jones Naturals, a noncarbonated juice and tea drink; and Jones 24C, a water beverage. The 13 Company distributes its products through a network of independent distributors and national retail 14 accounts, as well as through licensing and distribution arrangements. 15

16 Throughout the Class Period, Defendants issued numerous, positive financial statements,

17 annual and quarterly financial reports filed with the SEC, press releases and other public statements

18 that described the Company's financial performance. These public statements were materially false 19 and misleading because they misrepresented and failed to disclose the true financial position, 20 growth prospects and misled the market concerning distribution and manufacturing of the 21 Company's canned carbonated soda products. 22 On March 8, 2007 after the close of trading, as a result of Jones Soda's release of its Fourth 23

24 Quarter 2006 results and the positive message the Company had consistently communicated to

25 analysts and the investment community, including announcing that it was expanding the sales

26 channels of its Jones Soda product in 12-ounce cans to major retailers such as Wal-Mart, Kroger,

MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 Safeway and Kmart, Jones Soda's stock began to trade on heavier volumes and more than doubled

2 its price per share in the month to follow. Specifically, Defendants enthusiastically stated that 3 through its expanded sales network and advertising activities then underway, Jones Soda was on 4 track to obtain 25% of the $66 billion canned soda market during the first half of 2007. Defendants 5 continued to stand behind these aggressive statements which ultimately drove the stock price above 6 $32 per share by April 16, 2007; more than doubling the Company's market value in a single month. 7

8 As a result of Defendants' false and misleading statements, Jones Soda's stock traded at an

9 I artificially inflated price during the Class Period, reaching an artificially high closing price of $31.54

10 per share on April 16, 2007. 11 On August 2, 2007, the Company reported significantly lower-than-expected canned soda 12 sales and difficulty getting the new canned soda product onto retailers' shelves. Despite earlier 13 promises to have the new canned product onto retailer shelves in advance of the Memorial Day 14 holiday and to use a huge national advertising push to increase brand recognition that weekend in 15

16 order to increase sales and market share, Defendants finally acknowledged that they lacked the

17 requisite sales and distribution resources to execute the launch, failed to obtain shelf-space at the

18 national chains and essentially saw that they would fail to launch the Jones Soda 12-ounce cans, 19 which forced them to terminate the advertising campaign. 20 As a result of the Company's August 2, 2007 disclosure, Jones Soda's stock price 21 plummeted from a closing price of $15.30 per share on August 2, 2007 to close at $11.35 per share 22 on August 3, 2007, a single day decline of $3.95 or approximately 25.82%. 23

26 IV. ARGUMENT

4 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 I A. The Court Should Appoint Stevens As Lead Plaintiff.

2 1. Stevens Is the Most Adequate Plaintiff Under the Exchange Act. 3 Section 21D(c)(1) of the Exchange Act sets forth the procedure for the selection of lead 4 plaintiffs in "each private action arising under [the Exchange Act] that is brought as a plaintiff class 5 action pursuant to the Federal Rules of Civil Procedure. ,4 Specifically, Section 21D provides that, 6

7 within 20 days after the date on which a class action is filed: the plaintiff or plaintiffs shall cause to

8 be published, in a widely circulated national business-oriented publication or wire service, a notice

9 advising members of the purported plaintiff class --

10 (I) of the pendency of the action, the claims asserted therein, and the 11 purported class period; and 12 (II) that, not later than 60 days after the date on which the notice is published, 13 any member of the purported class may move the court to serve as lead 14 plaintiffs of the purported class. 15 Section 21D(a)(3)(A)(i) of the Exchange Act. 16 Further, the PSLRA directs the Court consider any motions plaintiffs or purported 17 to by

18 I class members to serve as lead plaintiff in response to any such notice within 90 days after the date

19 of publication of the notice, or as soon as practicable after the Court decides any pending motion to

20 consolidate any actions asserting substantially the same claim or claims. 21 Under this section of the Exchange Act, the court "shall" appoint the "most adequate 22 plaintiff," and is to presume that plaintiff is the person, or group of persons, which: 23

26 " These amendments to the Exchange Act were codified in Public Law No. 104-67, § 101 entitled the PSLRA.

5 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 (aa) has either filed the complaint or made a motion in response to a

2 notice ...;

3 (bb) in the determination of the court, has the largest financial interest in

4 the relief sought by the class; and

5 (cc) otherwise satisfies the requirements of Rule 23 of the Federal Rules

6 of Civil Procedure.

7 Section 21D(a)(3)(B) of the Exchange Act. 8 Under the PSLRA there is a three-part process for identifying the lead plaintiff: (1) the first 9 plaintiff to file publicizes the pendency of the action, the claims made, and the purported class 10 period and announces that any member of the class may move for appointment for lead plaintiff 11

12 within 60 days; (2) the court selects the plaintiff who has the largest financial interest and who

13 meets the Rule 23 requirements as the presumptive lead plaintiff, and (3) the court allows other

14 plaintiffs the opportunity to rebut the presumptive lead plaintiffs showing that it satisfies the Rule

15 23 typicality and adequacy requirements . In re Cavanaugh, 306 F.3d 726, 729-30 (9th Cir. 2002). 16 Here, the first plaintiff to file a complaint published appropriate notice that a motion to be 17 appointed lead plaintiff must be filed by September 4, 2007. Drachler Decl., Exh. C. Stevens has 18 timely moved to be appointed Lead Plaintiff. As to the second step, under the PSLRA, a rebuttable 19 presumption exists whereby the plaintiff or plaintiffs with the largest financial interest in the 20

21 litigation and who otherwise satisfy the requirements of Rule 23 of the Federal Rules of Civil

22 Procedure are presumed to be the most adequate plaintiffs to lead the action.

23 Stevens has a substantial financial interest in the relief sought by the class. As set forth 24 above, Stevens has sustained losses of approximately $44,000. See Drachler Decl. Exh. B. 25 Moreover, Stevens is qualified to represent the proposed class. Stevens has signed and filed 26 herewith a sworn declaration stating that he has authorized the filing of a lead plaintiff motion on 6 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 his behalf and is willing to serve as a representative party on behalf of the class. See Drachler Decl.

2 Exh. A. 3 2. Stevens Is Qualified Under Rule 23. 4

5 Section 21D(a)(3)(B)(iii)(I)(cc) of the Exchange Act also provides that the lead plaintiff

6 I must also "otherwise satisfly] the requirements of Rule 23 of the Federal Rules of Civil Procedure."

7 Rule 23(a) provides that a party may serve as a class representative only if the following four 8 requirements are satisfied: 9

10 (1) the class is so numerous that joinder of all members is impracticable,

11 (2) there are questions of law or fact common to the class, (3) the claims

12 or defenses of the representative parties are typical of the claims or

13 defenses of the class, and (4) the representative parties will fairly and

14 adequately protect the interests of the class.

15 Of the four prerequisites to class certification, only two - typicality and adequacy - directly

16 address the personal characteristics of the class representatives . In re Cardinal Health Sec. Litig., 17 226 F.R.D. 298, 304 (S.D. Ohio 2005). Consequently, in deciding a motion to serve as lead 18 plaintiff or plaintiffs, the Court should limit its inquiry to the typicality and adequacy prongs of Rule 19 23(a), and defer examination of the remaining requirements until the lead plaintiff or plaintiffs move 20 for class certification. The court need determine only whether the plaintiff has made a primafacie 21

22 showing of these elements. As detailed below, Stevens satisfies the typicality and adequacy

23 requirements of Rule 23(a), thereby justifying his appointment as Lead Plaintiff in this action.

7 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 a. The Claims of Stevens Are Typical of the Claims of The Class. 2 The typicality requirement of Rule 23 (a) is satisfied if the movant's claims arise from the 3

4 I same course of events as those of the other potential class members and relies on similar legal

5 theories to prove the defendants' liability. The claims Stevens asserts are typical of the claims of

6 the members of the proposed class . Stevens, as did each member of the proposed class, purchased 7 Jones Soda common stock during the Class Period and was damaged thereby. 8 Therefore, typicality exists here because the claims of Stevens are based on the same legal 9 theory and his "injuries result[ed] from the same, injurious course of conduct" as the other class 10 members. See Armstrong v. Davis, 275 F.3d 849, 869 (9th Cir. 2001), cert. denied sub nom Davis 11

12 v. Armstrong, 537 U. S. 817 (2002); accord, In re United Energy Corp. Solar Power Modules Tax

13 Shelter Inv. Sec. Litig., 122 F.R.D. 251, 256 (C .D. Cal. 1988).

14 b. Stevens Will Fairly and Adequately Represent the Interests Of The Class. 15

16 Rule 23 requires that the class representative be able to fairly and adequately represent a

17 class. In determining whether a representative is adequate, courts assess whether he has interests

18 that are not antagonistic to the class, whether he has significant interest in the outcome of the case 19 to ensure vigorous advocacy, and whether counsel for the class is qualified. Stevens' interests are 20 clearly aligned with the members of the proposed class, and there is no evidence of any antagonism 21 between his respective interests and the class members. As detailed above, Stevens shares 22 substantially similar questions of law and fact with the members of the class, and his claims are 23

24 typical of the members of the class. Stevens has amply demonstrated his adequacy as class

25 representatives by signing a declaration affirming his willingness to serve as a representative party

26 on behalf of the class. See Drachler Decl. Exh. A. Further, having suffered significant losses,

8 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 Stevens will be a zealous advocate on behalf of the class. In addition, he has selected counsel

2 highly experienced in prosecuting securities class actions to represent him, as discussed infra. 3 Thus, the close alignment of interests between Stevens and other class members and his strong 4 desire to prosecute these actions on behalf of the class provide ample reason to grant Stevens' 5 motion for appointment as Lead Plaintiff in these Consolidated Actions. 6 Accordingly, Stevens satisfies the prerequisites for appointment as Lead Plaintiff pursuant 7

8 to the PSLRA.

9 B. This Court Should Approve Stevens' Choice of Lead Plaintiff's Counsel.

10 The PSLRA vests authority in the Lead Plaintiff to select and retain lead counsel, subject to 11 this Court's approval. Section 21D(a)(3)(B)(v) of the Exchange Act. The Exchange Act vests 12 authority in the Lead Plaintiff to select and retain lead counsel, subject only to court approval. 13 Thus, the Court should not disturb the Lead Plaintiff's choice of counsel unless "necessary to 14 protect the interests of the plaintiff class." See Statement of Managers -- The "Private Securities 15

16 Litigation Reform Act of 1995," 141 Cong. Rec. H13691-08, at H13700 (daily ed. Nov. 28, 1995).

17 Stevens has retained Kaplan Fox to serve as lead counsel to pursue this litigation on his behalf and

18 on behalf of the class and has selected Zwerling Schachter, LLP to serve as Liaison counsel. 19 Kaplan Fox possesses extensive experience in the area of securities litigation and has successfully 20 prosecuted numerous securities class actions on behalf of injured investors.5 Zwerling Schachter 21 also has experience in securities class action litigation . Accordingly, the Court may be assured that, 22 in the event the instant motion is granted, the members of the Class will receive the highest caliber 23

24 of legal representation available.

26 5 The firm resumes of Kaplan Fox and Zwerling Schachter are attached as Exhibits D & E, respective to the Drachler Decl.

9 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 1 V. CONCLUSION

2 For all the foregoing reasons, the Court should appoint Stevens as Lead Plaintiff in the 3 above-captioned Consolidated Actions, and approve his choice of Kaplan Fox as Lead Counsel and 4 Zwerling Schachter as Liaison Counsel. 5 DATED: November 5, 2007 ZWERLING, SCHACHTER & ZWERLING, 6 LLP 7 By s/ Dan Drachler 8 Dan Drachler (WSBA#27728) 9 1904 Third Avenue Suite 1030 10 Seattle, WA 98101-1170 Tel 206-223-2053 11 Fax 206-343-9636 12 -and- 13

14 KAPLAN FOX & KILSHEIMER LLP Frederic S. Fox 15 Joel B. Strauss 16 Jeffrey P. Campisi 850 Third Avenue, 14th Floor 17 New York, NY 10022 Telephone: (212) 687-1980 18 Facsimile: (212) 687-7114

19 Attorneys for Lead PlaintiffMovant James D. Stevens, Jr. 20

10 MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. ZWERLING, SCHACHTER & ZWERLING, LLP MOT TO APP. LEAD PLAINTIFF; AND (2) APP. LEAD COUNSEL 1904 Third Avenue, Suite 1030 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL Seattle, WA 98101-1170 CASE NO. 07-cv-1366-RSL Tel: (206) 223-2053 Fax: (206) 343-9636 ZWERLING, SCHACHTER ZWERLING, LLP 1 & Dan Drachler 2 1904 Third Avenue Suite 1030 3 Seattle, WA 98101-1170 Tel 206-223-2053 4 Fax 206-343-9636 5 KAPLAN FOX & KILSHEIMER LLP 6 Frederic S. Fox Joel B. Strauss 7 Jeffrey P. Campisi 850 Third Avenue, 14th Floor 8 New York, NY 10022 Telephone: (212) 687-1980 9 Facsimile: (212) 687-7114

10 Attorneys for Lead Plaintiff Movant James D. Stevens, Jr 11

12 UNITED STATES DISTRICT COURT 13 WESTERN DISTRICT OF WASHINGTON 14 AT SEATTLE

16 In re JONES SODA COMPANY Master File No. 07-cv-1366-RSL 17 SECURITIES LITIGATION Class Action 18

19 Note on Motion Calendar: November 23, 2007 20 Oral Argument Requested 21

22 [PROPOSED] ORDER APPOINTING JAMES This Document Relates To D. STEVENS, JR. AS LEAD PLAINTIFF 23 AND APPROVING LEAD PLAINTIFF ALL ACTIONS. MOVANT'S CHOICE OF LEAD AND 24 LIAISON COUNSEL 25

[PROPOSED] ORDER APPROVING LEAD PLAINTIFF ZWERLING, SCHACHTER & ZWERLING, LLP AND LEAD AND LIAISON COUNSEL 1904 Third Avenue, Suite 1030 CASE NO. 07-cv-1366-RSL Seattle, WA 98101-1170 Tel: (206) 223-2053 Fax: (206) 343-9636 1 WHEREAS, the above-captioned securities class actions (the "Consolidated Actions") have

2 been filed with the Court against defendant Jones Soda Company ("Jones Soda"), et at. 3 (collectively, "Defendants"), alleging violations of the federal securities laws; 4 WHEREAS, pursuant to the Private Securities Litigation Reform Act of 1995 (`PSLRA"), 5 on September 4, 2007, Plaintiff in the first-filed action caused notice to be issued to potential class 6 members of the action and informed them of their right to move to serve as lead plaintiff within 60 7

8 days of the date of the issuance of said notice;

9 WHEREAS, on November 5, 2007, pursuant to the PSLRA, James D. Stevens, Jr.

10 (`Stevens") moved the court to: 1) appoint Stevens lead plaintiff, and approve Stevens' choice of 11 counsel; 12 WHEREAS, the PSLRA provides, inter alia, that the most-adequate plaintiff to serve as 13 lead plaintiff is the person or group of persons that has either filed a complaint or has made a 14 motion in response to a notice and has the largest financial interest in the relief sought by the Class 15

16 and satisfies the requirements of Fed. R. Civ. P. 23;

17 WHEREAS, Stevens, as a result of his investment in Jones Soda common stock, has the

18 largest financial interest of the lead plaintiff movants in this action and primafacie satisfies the

19 typicality and adequacy requirements of Fed. R. Civ. P. 23; and 20 WHEREAS, Stevens has chosen Kaplan Fox & Kilsheimer LLP ("Kaplan Fox") as Lead 21 Counsel and Zwerling, Schachter & Zwerling, LLP ("Zwerling Schachter") as Liaison Counsel. 22 IT IS HEREBY ORDERED THAT: 23

26 1

[PROPOSED] ORDER APPROVING LEAD PLAINTIFF ZWERLING, SCHACHTER & ZWERLING, LLP AND LEAD AND LIAISON COUNSEL 1904 Third Avenue, Suite 1030 CASE NO. 07-cv-1366-RSL Seattle, WA 98101-1170 Tel: (206) 223-2053 Fax: (206) 343-9636 1 1. Pursuant to the PSLRA, Stevens is appointed Lead Plaintiff for the class as he has

2 the largest financial interest of the lead plaintiff movants in this litigation and otherwise satisfies the 3 requirements of Fed. R. Civ. P. 23. 4 2. Stevens' choice of counsel is approved and accordingly, the law firm of Kaplan Fox 5 is appointed Lead Counsel and Zwerling Schachter is appointed Liaison Counsel. 6 SO ORDERED. 7

9 Presented by:

10 s/ Dan Drachler Dan Drachler (WSBA#27728) 11

13 Dated this day November 2007

15 UNITED STATES DISTRICT JUDGE 16

26 2

[PROPOSED] ORDER APPROVING LEAD PLAINTIFF ZWERLING, SCHACHTER & ZWERLING, LLP AND LEAD AND LIAISON COUNSEL 1904 Third Avenue, Suite 1030 CASE NO. 07-cv-1366-RSL Seattle, WA 98101-1170 Tel: (206) 223-2053 Fax: (206) 343-9636 UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON AT SEATTLE

Master File No. 07-cv-1366-RSL STEPHEN RABIN, individually and on behalf ECF CASE of Himself and All Others Similarly Situated,

Plaintiff,

vs. CERTIFICATE OF SERVICE

ROBERT A. MALONE, RICHARD WOOLLAM, STEVE MARSHALL, and MAUREEN L. JOHNSON,

Defendants. )

This Document Relates To: All Actions

CERTIFICATE OF SERVICE ZWERLING, SCHACHTER & ZWERLING, LLP CASE NO. 07-cv-1366-RSL 1904 Third Avenue, Suite 1030 Seattle, WA 98101-1170 Tel.: (206) 223-2053 Fax: (206) 343-9636 1 I hereby certify that on November 5, 2007, I electronically filed the foregoing:

2 • JAMES D. STEVENS MOTION FOR APPOINTMENT OF LEAD PLAINTIFF AND LEAD COUNSEL; 3 • DECLARATION OF DAN DRACHLER IN SUPPORT OF THE TERAMURA 4 FAMILY TRUST GROUP'S MOTION FOR CONSOLIDATION AND FOR 5 APPOINTMENT OF LEAD PLAINTIFF AND LEAD COUNSEL; AND

6 • [PROPOSED] ORDER APPOINTING JAMES D. STEVENS, JR. AS LEAD PLAINTIFF AND MOVANT'S CHOICE OF LEAD AND LIASON COUNSEL 7

8 with the Clerk of the Court using the CM/ECF system which will send notification of such filing

9 to the following:

10 Karen H. Riebel khriebel@locklawcom Nicholas J. Licato [email protected] 11 Clifford A. Cantor cacantor@comcast net Lynn Lincoln Sarko 12 [email protected] Elizabeth Ann Leland [email protected] 13 Juli D. Farris jdesper@blelland@kellerrohrback_com Steve W. Berman [email protected] 14 Jeffrey C. Grant [email protected] Lewis S. Kahn [email protected] 15 Reed R. Kathrein reed@hb s slaw. com Christopher Seefer cseefer@csgrrcom 16 Barry M. Kaplan [email protected] Aravind Swaminathan [email protected] 17 Douglas W. Greene dggreene@wsgr,com Tenaya M Scheinman [email protected] m 18

19 and I hereby certify that I have mailed by United States Postal Service the following documents:

20 o the following non CM/ECF participants:

21 • DECLARATION OF DAN DRACHLER TO: (1) APPOINT JAMES D. STEVENS, 22 JR. AS LEAD PLAINTIFF; AND (2) APPROVE LEAD PLAINTIFF MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL; 23

24 2 25

CERTIFICATE OF SERVICE ZWERLING, SCHACHTER & ZWERLING, LLP 26 CASE NO. 07-cv-1366-RSL 1904 Third Avenue, Suite 1030 Seattle, WA 98101-1170 Tel.: (206) 223-2053 Fax: (206) 343-9636 • MOTION TO: (1) APPOINT JAMES D. STEVENS, JR. AS LEAD PLAINTIFF; 1 AND (2) APPROVE LEAD PLAINTIFF MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL; AND 2

3 • [PROPOSED] ORDER APPOINTING JAMES D. STEVENS, JR. AS LEAD PLAINTIFF AND APPROVING LEAD PLAINTIFF MOVANT'S CHOICE OF 4 LEAD AND LIAISON COUNSEL

5 Darren J. Robbins Bruce Murphy Mary K. Blasey LAW OFFICES OF BRUCE G. MURPHY 6 CCOUGHLIN STOIA GELLER RUDMAN 265 Lloyd Lane & ROBBNS Vero Beach, FL 32963 7 655 West Broadway, Suite 1900 San Diego, CA 92101 Richard A. Maniskas 8 D. Seamus Kaskela Jonathan M. Stein SCHIFFRIN BARROWAY TOPAZ & 9 COUGHLIN STOIA GELLER RUDMAN KES SLER, LLP ROBBINS 280 King of Prussia Rd 10 & 120 East Palmetto Park Road, Suite 500 Radnor, PA 19087 11 Boca Raton, FL 33432 Lionel Z. Glancy 12 David R. Scott Michael M. Goldberg SCOTT + SCOTT GLANCY BINKOW & GOLDBERG LLP 13 108 Norwich Avenue 1801 Avenue of the Stars, Suite 311 P.O. Box 192 Los Angeles, CA 90067 14 Colchester, CT 06415 Gregory M. Nespole 15 David C. Lundsgaard Gustavo Bruckner Graham & Dunn Malcolm T. Brown 16 2801 Alaskan Way, WOLF HALDENSTEIN ADLER 17 Ste. 300 Pier 70 FREEMAN & HERZ LLP Seattle, WA 98121-1128 270 Madison Avenue 18 New York, NY 10016

19 Dated: November 5, 2007 s/ Dan Drachler 20 Dan Drachler (WSBA #27728) 21 Zwerling, Schachter & Zwerling, LLP 1904 Third Avenue, Suite 1030 22 Seattle, WA 98101-1170 Tel.: (206) 223-2053 23 Fax: (206) 343-9636 ddrachler@zsz,com 24

3 25

CERTIFICATE OF SERVICE ZWERLING, SCHACHTER & ZWERLING, LLP 26 CASE NO. 07-cv-1366-RSL 1904 Third Avenue, Suite 1030 Seattle, WA 98101-1170 Tel.: (206) 223-2053 Fax: (206) 343-9636 1

2 ZWERLING, SCHACHTER & ZWERLING, LLP Dan Drachler 3 1904 Third Avenue Suite 1030 4 Seattle, WA 98101-1170 Tel 206-223-2053 5 Fax 206-343-9636 6 KAPLAN FOX & KILSHEIMER LLP 7 Frederic S. Fox Joel B. Strauss 8 Jeffrey P. Campisi 850 Third Avenue, 14th Floor 9 New York, NY 10022 Telephone: (212) 687-1980 10 Facsimile: (212) 687-7114 11 Attorneys for Lead Plaintiff Movant James D. Stevens, Jr. 12 UNITED STATES DISTRICT COURT 13 WESTERN DISTRICT OF WASHINGTON AT SEATTLE 14

15 In re JONES SODA COMPANY Master File No. 07-cv-1366-RSL 16 SECURITIES LITIGATION Class Action 17

18 Note on Motion Calendar: November 23, 2007 19 Oral Argument Requested 20

21 DECLARATION OF DAN DRACHLER TO: (1) APPOINT JAMES D. STEVENS, 22 THIS DOCUMENT RELATES TO ALL ACTIONS JR. AS LEAD PLAINTIFF; AND (2) APPROVE LEAD PLAINTIFF 23 MOVANT'S CHOICE OF LEAD AND LIAISON COUNSEL 24

DECLARATION OF DAN DRACHLER ZWERLING, SCHACHTER & ZWERLING, LLP CASE NO. 07-cv-1366-RSL 1904 Third Avenue, Suite 1030 Seattle, WA 98101-1170 Tel: (206) 223-2053 Fax: (206) 343-9636 1 I, Dan Drachler, declare the following under the penalty of perjury:

2 I am of counsel to the law firm of Zwerling, Schachter, & Zwerling, LLP Schwartz,

3 ("Zwerling Schachter"), am admitted to the bar of the State of Washington and am in good 4 standing. I respectfully submit this Declaration in Support of the Motion of James D. Stevens, Jr. 5 for: (1) Appointment as Lead Plaintiff, and (2) Approval of Lead Plaintiff's choice of Lead Counsel 6 and Liaison Counsel. 7

8 Attached hereto are true copies of the following documents:

9 Exhibit A, Declaration of James D. Stevens, Jr. (`Stevens") dated November 2, 10 2007; 11

12 Exhibit B, Charts of losses in Jones Soda Company common stock for Stevens;

13 Exhibit C, September 4, 2007, Notice of Pendency of Class Action Lawsuit against 14 Jones Soda Company, et at. for violation of certain provisions of the federal securities laws; 15

16 Exhibit D, Firm resume of Kaplan Fox & Kilsheimer LLP; and

17 Exhibit E, Firm Resume of Zwerling Schachter & Zwerling, LLP. 18 Dated: November 5, 2007 19

20 s/ Dan Drachler DAN DRACHLER (WSBA#27728) 21

1 DECLARATION OF DAN DRACHLER ZWERLING, SCHACHTER & ZWERLING, LLP CASE NO. 07-cv-1366-RSL 1904 Third Avenue, Suite 1030 Seattle, WA 98101-1170 Tel: (206) 223-2053 Fax: (206) 343-9636 EXHIBIT A KAPLAN Fox

T, James D. Stevens. Jr.. hereby declare as follows:

1. 1 hereby authorize the filing of a motion for appointment as lead plaintiff in the Jones Soda Company ("Jones Soda") securities litigation;

2. lam willing to serve as a representative party on behalf of a class, or to be a member of a group

representing a class, including providing testimony at deposition and trial, if necessary; 3. 1 have not within the 3-year period preceding the date hereof sought to serve, or served, as a representative patty on behalf of a class in an action brought under the l' deral securities laws, unless noted hereafter: None. 4. The following is a description of.'tny transactions daring the proposed class period

(November 1, 2006 - August 2, 2007, inelusive) of Jones Soda:

SPtnrity Na me Trancactien Trade Date $ , P rirP npr Share

Jones Soda Company Purchase 04/02/07 540 $22.15 Jones Soda Company Purchase 04/04107 260 $24.89 Jones Soda Company Purchase 04109/07 75 $25.65 Jones Soda Company Purchase 04/09/07 525 $25.24 Jones Soda Company Purchase 04/13/07 100 $27.966 Jones Soda Company Purchase 04/16/07 500 $30.3842 Jones Soda Company Purchase 04/17/07 95 $28.32 Jones Soda Company Purchase 04/17/07 180 $29.05 Jones Soda Company Purchase 04/25/07 225 $25.98 Jones Soda Company Purchase 05/30/07 250 $18.378 Jones Soda Company Purchase 06/01/07 50 $19,1194 Jones Soda Company Purchase 06/04/07 50 $18.5194 Jones Soda Company Purchase 06/05107 100 $17.35 Jones Soda Company Purchase 06/13/07 150 $15.738 Jones Soda Company Purchase 06/15/07 100 $15.04

5. 1 did not purchase shares of Jones Soda at the direction of my counsel or in order to participate in any private action under the federal securities laws; 6. 1, will not accept any payment for serving as a representative party on behalf of a class beyond my pro rata share of any recovery, except as ordered or approved by the Court.

1 declare under penalty of perjury that the foregoing is true and correct.

Date : L1 , Z Zr_; 2007

James D. Stevens Jr. EXHIBIT B JONES SODA CO. Class period : November 1, 2006 , and August 2, 2007 Transaction Shares I Price per Total Cost / Estimated Trade Date Name Type Par Value Share Proceeds Losses

James D. Stevens Jr. Purchase 04/02/07 540 $22.15 $11,961.00 James D. Stevens Jr. Purchase 04/04/07 260 $24.89 $6,471.40 James D. Stevens Jr. Purchase 04/09/07 75 $25.65 $1,923.75 James D. Stevens Jr. Purchase 04/09/07 525 $25.24 $13,251.00 James D. Stevens Jr. Purchase 04/13/07 100 $27.966 $2,796.60 James D. Stevens Jr. Purchase 04/16/07 500 $30.3842 $15,192.10 James D. Stevens Jr. Purchase 04/17/07 95 $28.32 $2,690.40 James D. Stevens Jr. Purchase 04/17/07 180 $29.05 $5,229.00 James D. Stevens Jr. Purchase 04/25/07 225 $25.98 $5,845.50 James D. Stevens Jr. Purchase 05/30/07 250 $18.378 $4,594.50 James D. Stevens Jr. Purchase 06/01/07 50 $19.1194 $955.97 James D. Stevens Jr. Purchase 06/04/07 50 $18.5194 $925.97 James D. Stevens Jr. Purchase 06/05/07 100 $17.35 $1,735.00 James D. Stevens Jr. Purchase 06/13/07 150 $15.738 $2,360.70 James D. Stevens Jr. Purchase 06/15/07 100 $15.04 $1,504.00 James D. Stevens Jr. 3,200 $77,436.89 James D. Stevens Jr. James D. Stevens Jr. Retained * 3,200 $10.4514 $33,444.57 $43,992.32

*average stock price (8/3/07-10/31/07) _ $10.4514 EXHIBIT C Yahoo! My Yahoo! Mail Search : Web Search

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Press Release Source: Coughlin Stoia Geller Rudman & Robbins LLP Coughlin Stoia Geller Rudman & Robbins LLP Files Class Action Suit Against Jones Soda Company Tuesday September 4, 7:00 pm ET

SAN DIEGO--(BUSINESS WIRE)--Coughlin Stoia Geller Rudman & Robbins LLP ("Coughlin Stoia") (htlp://wwwcg rr. com/cases/jonessoda/) today announced that a class action has been commenced in the United States District Court for the Western District of Washington on behalf of purchasers of Jones Soda Company ("Jones Soda") ( NASDAQ: JSDA - News) common stock during the period between March 9 , 2007 and August 2, 2007 (the "Class Period").

If you wish to serve as lead plaintiff, you must move the Court no later than 60 days from today. If you wish to discuss this action or have any questions concerning this notice or your rights or interests, please contact plaintiffs counsel, Darren Robbins of Coughlin Stoia at 800/449-4900 or 619/231-1058, or via e-mail at dir(@csgrr.com . If you are a member of this class, you can view a copy of the complaint as filed or join this class action online at http://www.csgrr.com/cases/jonessoda/. Any member of the purported class may move the Court to serve as lead plaintiff through counsel of their choice, or may choose to do nothing and remain an absent class member.

The complaint charges Jones Soda and certain of its officers and directors with violations of the Securities Exchange Act of 1934. Jones Soda is a Seattle based manufacturer and marketer of a variety of beverage products sold through the Company' s national distribution network.

The complaint alleges that as a result of Jones Soda's release of its fourth quarter 2006 results after the close of trading on March 8, 2007, and defendants' very bullish statements to analysts and the investment community after releasing those results, including announcing Jones Soda was expanding the sales channels of its Jones Soda product in 12-ounce cans to major retailers such as Wal-Mart, Kroger, Safeway and Kmart, Jones Soda stock traded up from its closing price of under $14 per share on March 8, 2007 to close above $17 per share on March 9, 2007. Specifically, defendants stated that through Jones Soda's expanded sales network and advertising activities then underway, Jones Soda was on track to obtain 25% of the $66 billion canned soda market during the first half of 2007. Defendants' continued bullish statements in subsequent weeks drove the stock price above $32 per share by April 16, 2007.

On August 2, 2007, however, the Company reported significantly lower-than-expected canned soda sales and difficulty getting the new canned soda product onto retailers' shelves. According to the complaint, despite earlier promises to have the new canned product onto retailer shelves in advance of the Memorial Day holiday and to use a huge national advertising blitz to increase brand recognition that weekend to increase sales and market share, defendants would admit they lacked the requisite sales and distribution resources to execute the launch, failed to obtain shelf-space at the national chains and essentially bumbled the launch of Jones Soda 12-ounce cans, forcing them to cancel the advertising campaign. As a result, the Company's first half 2007 financial performance significantly underperformed the investment community's expectations. Jones Soda's stock price plunged 23% to $11.70 per share, down more than 65% from its Class Period high.

Plaintiff seeks to recover damages on behalf of all purchasers of Jones Soda common stock during the Class Period (the "Class"). The plaintiff is represented by Coughlin Stoia, which has expertise in prosecuting investor class actions and extensive experience in actions involving financial fraud.

Coughlin Stoia, a 180-lawyer firm with offices in San Diego, San Francisco, Los Angeles, New York, Boca Raton, Washington, D.C., Houston and Philadelphia, is active in major litigations pending in federal and state courts throughout the United States and has taken a leading role in many important actions on behalf of defrauded investors, consumers, and companies, as well as victims of human rights violations. Coughlin Stoia lawyers have been responsible for more than $45 billion in aggregate recoveries. The Coughlin Stoia Web site (http://www.csgrr.com ) has more information about the firm.

Contact:

Coughlin Stoia Geller Rudman & Robbins LLP Darren Robbins, 800-449-4900 or 619-231-1058 dir^cscirr.com

Source: Coughlin Stoia Geller Rudman & Robbins LLP

Copyright © 2007 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service - Copyright Policy - Ad Feedback Copyright © 2007 Business Wire . All rights reserved. All the news releases provided by Business Wire are copyrighted. Any forms of copying other than an individual users personal reference without express written permission is prohibited. Further distribution of these materials by posting, archiving in a public web site or database, or redistribution in a computer network is strictly forbidden. EXHIBIT D KAPLAN FOX

KAPLAN FOX & KILSHEIMER LLP FIRM AND ATTORNEYS BIOGRAPHIES

Kaplan Fox & Kilsheimer LLP is a firm engaged in the general practice of law with an

emphasis on complex and class action securities, antitrust, consumer protection and product

liability litigation. The firm has actively participated in numerous complex and class actions

throughout the country for over twenty years. It is presently active in major litigations pending

in federal and state courts throughout the country.

The firm and its members have served as lead or co-lead counsel, as executive committee

member or as liaison counsel, and made significant contributions in many complex class and

other multi-party actions in which substantial recoveries were obtained, including the following:

In re Brand Name Prescription Drug Antitrust Litigation, MDL 997 (N.D. I11.) ($720 plus million recovered)

In re High Fructose Corn Syrup Antitrust Litigation, MDL 1087, (C.D Ill) ($531 million recovered)

In re Baycol Products Litigation , MDL 1431-MJD/JGL (D. Minn.)($350 million recovered to date)

In re 3Com Securities Litigation, No. C-97-21083-EAI (N.D.Ca) ($259 million recovered)

In re MicroStrategy Securities Litigation, No. CV-00-473-A (E.D.Va) ($155 million recovered)

In re Informix Securities Litigation, C-97-129-CRB (N.D.Ca) ($136.5 million recovered)

In re Infant Formula Antitrust Litigation, MDL 878 (N.D.Fla) ($126 million recovered)

In re Flat Glass Antitrust Litigation, MDL 1200 (W.D.P.) ($121 million recovered)

In re Providian Credit Card Cases, JCCP 4085 (Sup. Ct., S.F. County, CA); In re Providian Financial Corp. Credit Card Terms Litigation , MDL No. 1301-WY (E.D. Pa.)(($105 million recovered) In re Xcel Energy, Inc. Securities Litigation, Master File No. 02-CV-2677-DSD (D.Mn) ($80 million recovered)

In re Elan Corporation Securities Litigation, No. 02-CV-0865-RMB (S.D.N.Y.) ($75 million recovered)

In re Ocean Shipping Antitrust Litigation, MDL 395 (S.D.N.Y.) ($51 million recovered)

In re L.A. Gear Securities Litigations , CV-90-2832-KN(Bx); CV-91-0400-KN(Bx); CV-91-4039-MRP(Jrx) (C.D.Ca.) ($50 million plus recovered)

Rosen, et al. v. Macromedia , Inc., et al. Case No. 988526 (Sup. Ct.,SF County Ca.) ($48 million recovered)

In re Ames Department Stores Securities Litigation, MDL No. 924 (S.D.N.Y.) ($46 million recovered)

In re Medical X-Ray Film Antitrust Litigation , CV 93-5904 (E.D.N.Y.) ($39.6 million recovered)

In re Genentech. Inc. Securities Litigation , C-88-4038-DLJ (N.D.Ca.) ($29 million recovered)

In re Tele-Communications , Inc. Securities Litigation, C-97-42I(C.D,Ca.) ($26.5 million recovered)

In re Sun Healthcare Group, Inc. Litigation , C-95-7005-JCIWWD (D,N.M.) ($24 million recovered)

In re PepsiCo Securities Litigation , 82 Civ. 8288 (S.D.N.Y.) ($21 million recovered)

In re Centennial Technologies Litigation , 97-10304-REK (D. Mass.) ($21.5 million recovered and other consideration)

Scheatzle, et al. v. Eubanks, et al., C-92-20785-JW(EAI) (N.D.Ca.) ($18.6 million recovered)

In re Screws Antitrust Litigation, MDL 443 (D. Mass.) ($20 Million recovered)

Kensington Capital Management v. Oakley, Inc., et. at., No. SACV97-808 GLT (Eex) (C.D.Ca) ($17.5 million recovered)

In re Computer Memories Securities Litigation, No. C-85-2335 (A)-EFL (N.D.Ca.) ($15.5 million recovered) In re Computer Memories Securities Litigation, C-85-2335 (A)-EFL (N.D.Ca.) ($15.5 million recovered)

In re Wyse Technology Securities Litigation , C-89-1818-WHO (N.D.Ca.) ($15.5 million recovered)

Provenz v. Miller, et al., C-92-20159-RMW (N.D.Ca.) ($15 million recovered)

In re Gupta Corporation Securities Litigation , C-94-1517-FMS (N.D.Ca.) ($14.25 million recovered)

In re MicroPro Securities Litigation , C-85-7428-EFL (N.D.Ca.) ($14 million recovered)

In re Immunex Securities Litigation , C-92-48 WD (W.D.Wa.) ($14 million recovered)

Barry Hallet, Jr. v. Li & Funs, Ltd., et aL, 95 Civ. 8917 (S.D.N.Y.) ($13.65 million recovered)

Stuart Markus v. The North Face, Inc., et al. No. 97-Z-473 (D.Co) ($12.5 million recovered)

Mel Klein v. Laura L. King, et al., C-88-3141-FMS (N.D.Ca.) ($11.65 million recovered)

Igor Cheredrichenko, et aL v. Quarterdeck Corp., et al., Case No. 97-4320 (GHK) (C.D. Ca.) ($11 million recovered)

In re Cheyenne Software, Inc. Securities Litigation, 94 Civ. 2771 (E.D.N.Y.) ($10.25 million recovered)

The following are the attorneys of the firm who regularly engage in complex litigation:

PARTNERS

ROBERT N. KAPLAN Widely recognized as a leading securities litigator, Robert Kaplan has led the prosecution of numerous securities fraud class actions and shareholder derivative actions, recovering hundreds of millions of dollars for the victims of corporate wrongdoing. He also has earned a reputation as a leading litigator in the antitrust and consumer protection arenas. Mr. Kaplan has been with Kaplan Fox for 30 years, joining in 1971. Mr. Kaplan honed his litigation skills as a trial attorney with the U.S. Department of Justice. There, he gained significant experience litigating both civil and criminal actions. He also served as law clerk to the Hon. Sylvester J. Ryan, then chiefjudge of the U.S. District Court for the Southern District of New York.

3 Mr. Kaplan's published articles include: "Complaint and Discovery In Securities Cases," Trial, April 1987; "Franchise Statutes and Rules," Westchester Bar Topics, Winter 1983; "Roots Under Attack: Alexander v. Haley and Courlander v. Haley," Communications and the Law, July 1979; and "Israeli Antitrust Policy and Practice," Record of the Association of the Bar, May 1971. In addition, Mr. Kaplan served as an acting judge of the City Court for the City of Rye, N. Y., from 1990 to 1993. Mr. Kaplan sits on the boards of several community organizations, including the Board of Directors of the Carver Center in Port Chester, N.Y., and the Board of Directors of the Rye Free Reading Room in Rye, N.Y. Education: n B.A., Williams College (1961) n J.D., Columbia University Law School (1964) Bar affiliations and court admissions: n Bar of the State of New York (1964) n U.S. Supreme Court n U.S. Courts of Appeals for the Second, Third, Seventh, Ninth, and Eleventh Circuits n U. S. District Courts for the Southern, Eastern, and Northern Districts of New York, the Central District of Illinois, and the District of Arizona Professional affiliations: n National Association of Securities and Commercial Law Attorneys (past President) n Committee to Support the Antitrust Laws (past President) n Advisory Group of the U.S. District Court for the Eastern District of New York n American Bar Association n Association of Trial Lawyers of America (Chairman, Commercial Litigation Section, 1985-86) n Association of the Bar of the City of New York (served on the Trade Regulation Committee; Committee on Federal Courts) Mr. Kaplan can be reached by email at: [email protected]

FREDERIC S. FOX Fred Fox first associated with Kaplan Fox in 1984, and became a partner in the firm in 1991. He has concentrated his work in the area of securities fraud litigation. Mr. Fox has played important roles in many major securities fraud cases . He was one of the lead trial lawyers in two recent securities class actions, one of which was the first case tried to verdict under the Private Securities Litigation Reform Act of 1995. Mr. Fox is the author of "Current Issues and Strategies in Discovery in Securities Litigation," ATLA, 1989 Reference Material; "Securities Litigation: Updates and Strategies," ATLA, 1990 Reference Material ; and "Contributory Trademark Infringement : The Legal

4 Standard after Inwood Laboratories, Inc, v. Ives Laboratories, " University of Bridgeport Law Review, Vol. 4, No. 2. During law school, Mr. Fox was the notes and comments editor of the University of Bridgeport Law Review. Education: n B.A., Queens College (1981) n J.D., Bridgeport School of Law (1984) Bar affiliations and court admissions: n Bar of the State of New York (1985) n U.S. Courts of Appeals for the Fourth, Fifth, and Sixth Circuits n U.S. District Courts for the Southern and Eastern Districts of New York Professional affiliations: n American Bar Association n Association of the Bar of the City ofNew York n Association of Trial Lawyers of America (Chairman, Commercial Law Section, 1991-92) Mr. Fox can be reached by email at: [email protected]

RICHARD J. KILSHEIMER first associated with Kaplan Fox in 1976, and became a partner in the firm in 1983. His practice is concentrated in the area of antitrust litigation, and he has played significant roles in several of the largest antitrust class actions in the country. He also practices in the areas of securities fraud and commercial litigation. Prior to joining the firm, Mr. Kilsheimer served as law clerk to the Hon. Lloyd F. MacMahon (1975-76), formerly Chief Judge of the U.S. District Court for the Southern District of New York. Mr. Kilsheimer is co-author of "Secondary Liability Developments," ABA Litigation Section, Subcommittee on Secondary Liability, 1991-1994. Education: n A.B., University of Notre Dame (1972) n J.D., cum laude, St. John's University (1975) Bar affiliations and court admissions: n State of New York (1976) n U.S. Court of Appeals for the Second Circuit (1983) n U.S. District Courts for the Southern and Eastern Districts of New York ( 1976) and the Northern District of Indiana (1987) Professional affiliations: n Association of the Bar of the City of New York n Federal Bar Council n Committee to Support the Antitrust Laws

5 n Association of Trial Lawyers of America Mr. Kilsheimer can be reached by email at: RKilsheimer(a,kaplanfox.com

GREGORY K. ARENSON is a seasoned business litigator with experience representing clients in a variety of areas, including antitrust, securities, employee termination, fraud, contract, and unfair competition. His economics background provides unique insights on antitrust liability and damages issues. Mr. Arenson has been a partner in the firm since 1993. Prior to joining Kaplan Fox, Mr. Arenson was a partner with Proskauer Rose. Earlier in his career, he was a partner with Schwartz Klink & Schreiber, and an associate with Rudnick & Wolfe (now Piper Marbury). Mr. Arenson writes frequently on discovery issues and the use of experts. Recently published articles include: "Who Should Bear the Burden of Producing Electronic Information?" 7 Federal Discovery News, No. 5, at 3 (April 2001); "Work Product vs. Expert Disclosure - No One Wins," 6 Federal Discovery News, No. 9, at 3 (August 2000); "Practice Tip: Reviewing Deposition Transcripts," 6 Federal Discovery News, No. 5, at 13 (April 2000); and "The Civil Procedure Rules: No More Fishing Expeditions," 5 Federal Discovery News, No. 9, at 3 (August 1999). He was also co-author of "The Good, the Bad and the Unnecessary: Comments on the Proposed Changes to the Federal Civil Discovery Rules," 4 NYLitigator 30 (December 1998); co-author of "The Search for Reliable Expertise: Comments on Proposed Amendments to the Federal Rules of Evidence," 4 NYLttigator 24 (December 1998); co-editor of Federal Rules of Civil Procedure, 1993 Amendments, A Practical Guide, published by the New York State Bar Association; and a co-author of "Report on the Application of Statutes of Limitation in Federal Litigation," 53 Albany Law Review 3 (1988), Mr. Arenson's pro bono activities include service as a mediator in the U.S. District Court for the Southern District of New York. In addition, he is an active alumnus of the Massachusetts Institute of Technology, serving as a member of the Corporation, a member of the Corporation Development Committee, vice president of the Association of Alumni/ae, and member of the Alumni/ae Fund Board (of which he was a past chair). Education: 0 S.B., Massachusetts Institute of Technology (1971) n J.D., University of Chicago (1975) Bar affiliations and court admissions: n Bar of the State of Illinois (1975) n Bar of the State of New York (1978) n U.S. Supreme Court n U.S. Courts of Appeals for the Second and Seventh Circuits n U.S. District Courts for the Northern and Central Districts of Illinois, and the Southern and Eastern Districts of New York n U. S. Tax Court

6 Professional affiliations: n New York State Bar Association, Federal Litigation Section, Committee on Federal Procedure (Chairman since 1997) n Association of the Bar of the City of New York n American Bar Association n Member, advisory board, Federal Discovery News (1999 - present) Mr. Arenson can be reached by email at : [email protected]

LAURENCE D. KING Larry King first associated with Kaplan Fox in 1994, and became a partner in the firm in 1998. Mr. King, who practices in the areas of securities and consumer litigation, is a resident partner in the firm's San Francisco office. Mr. King has played a substantial role in cases that have resulted in some of the largest recoveries obtained by Kaplan Fox and was one of the lead trial lawyers in two recent securities class actions, one of which was the first case tried to verdict under the Private Securities Litigation Reform Act of 1995. Prior to joining Kaplan Fox, Mr. King honed his litigation skills as an assistant district attorney for New York County, where he tried numerous felony prosecutions to a jury verdict. Education: n B.S., Wharton School of the University of Pennsylvania (1985) n J.D., Fordham University School of Law (1988) Bar affiliations and court admissions: n Bar of the State of Connecticut (1988) n Bar of the State of New York (1989) n Bar of the State of New Jersey (1993) n Bar of the Commonwealth of Pennsylvania (1993) n Bar of the State of California (2000) n U.S. District Courts for the District of New Jersey, the Eastern District of Pennsylvania, the Southern and Eastern Districts of New York, and the Central District of California Professional affiliations: n New York State Bar Association n New Jersey State Bar Association n San Francisco Bar Association n American Bar Association Mr. King can be reached by email at: LKing@a,kaplanfox.com

JOEL B. STRAUSS first associated with Kaplan Fox in 1992, and became a partner in the firm in 1999. He practices in the area of securities and consumer fraud class action litigation, with a special emphasis on accounting and auditing issues.

7 Prior to joining Kaplan Fox, Mr. Strauss served as a senior auditor with one of the former "Big Eight" accounting firms. Combining his accounting background and legal skills, he has played a critical role in successfully prosecuting numerous securities class actions across the country on behalf of shareholders, Mr. Strauss was one of the lead trial lawyers for the plaintiffs in the first case to go to trial and verdict under the Private Securities Litigation Reform Act of 1995. Although currently practicing exclusively in the area of law, Mr. Strauss is a licensed Certified Public Accountant in the State of New York. Mr. Strauss has also been a guest lecturer on the topics of securities litigation, auditors' liability and class actions for seminars sponsored by the Practicing Law Institute and the National Consumer Law Center. Education: n B.A., Yeshiva University (1986) • J.D., Benjamin N. Cardozo School of Law (1992) Bar affiliations and court admissions: n Bar of the State of New Jersey n Bar of the State of New York n U.S. District Courts for the Southern and Eastern Districts of New York and the District of New Jersey n U.S. Court of Appeals for the Third Circuit Professional affiliations: n American Bar Association (member, Litigation Section, Rule 23 Subcommittee) n Association of the Bar of the City ofNew York • New York State Bar Association • American Institute of Certified Public Accountants Mr. Strauss can be reached by email at: [email protected]

LINDA P. NUSSBAUM joined Kaplan Fox in February 2007 as a partner. She previously was the resident Partner of the New York City office of Cohen Milstein Hausfeld & Toll, P.L.L.C. She is presently in a lead counsel position in a number of significant antitrust class actions pending throughout the United States including: In re Plastics Additives Antitrust Litigation (E.D., Pa); In re DDAVP Litigation (S.D.N.Y.); In re Ovcon Litigation (D.D.C.); In re Plavix Litigation (S.D. Oh.); In re Metoprolol Succinate Direct Purchaser Antitrust Litigation (U.S.D.C., Delaware); and Meijer, Inc. et al v. Braintree Laboratories (U.S.D.C. Delaware). She has recently served as lead counsel in a number of antitrust class actions that have resolved favorably for the plaintiffclass including In re Lozazepam nd Clorazepate Antitrust Litigation (D.D.C,) where, in approving the $35 million settlement, Chief Judge Hogan commented, "Obviously, the skill of the attorneys, and I'm not going to spend the time reviewing

8 it, I'm familiar with counsel, and they, as I said, are among the best antitrust litigators in the country;" In re Relafen Antitrust Squibb Co. (D. Mass); and Oncology Radiation Associates, P.A. v. Bristol Myers Squibb Co. (D.D.C.) ($65 million settlement). Ms. Nussbaum is a member of the American Law Institute. She has lectured at the ABA Antitrust Section Spring Meeting on several occasions, including the 2007 55th Annual Antitrust Law Spring Meeting, at the University of San Francisco Pharmaceutical Antitrust Seminar, and recently at the New York State Bar Antitrust Law Section Annual Meeting, Ms. Nussbaum is admitted to practice in New York and the District of Columbia. Education: n B.A., Brooklyn College (1974) n J.D., George Washington University (1977) n LL.M., Degree in Taxation from New York University School of Law (1984) Bar affiliations and court admissions: n Bar of the State of New York (1974) n Bar of the District of Columbia n U.S. District Courts for the Southern, Eastern and Northern Districts of New York and the District of Columbia n Supreme Court of the United States Professional affiliations: n American Bar Association n New York State Bar Association Ms. Nussbaum can be reached by email at [email protected]

HAE SUNG NAM first associated with Kaplan Fox in 1999 and became a partner in the firm in 2005. She practices in the areas of securities and antitrust litigation. Prior to joining the firm, Ms. Nam was an associate with Kronish Lieb Weiner & Hellman LLP, where she trained in corporate securities law and mergers and acquisitions. She also served as an intern for the U.S. Department of Justice, Antitrust Division. During law school, Ms. Nam was a member of the George Washington University Law Review. She is the author of a case note, "Radio - Inconsistent Application Rule," 64 Geo. Wash. L. Rev. (1996). Education: n B.A., magna cum laude, Syracuse University (1994) n J.D., with honors, George Washington University School of Law (1997) Bar affiliations and court admissions: n Bar of the State of New York (1998) n U.S. District Court for the Eastern District of Wisconsin Professional affiliations: n New York State Bar Association

9 n American Bar Association Ms. Nam can be reached by email at: HNam©,kaplanfox.com

DONALD R. HALL first associated with Kaplan Fox in 1998 and became a partner in the firm in 2005. He practices in the areas of antitrust, securities , and civil litigation. During law school, Mr. Hall was a member of the Fordham Urban Law Journal and a member of the Fordham Moot Court Board. He also participated in the Criminal Defense Clinic, representing criminal defendants in federal and New York State courts on a pro-bono basis. Education: n B.A., College of William and Mary (1995) • J.D., Fordham University School of Law (1998) Bar affiliations and court admissions: n Bar of the State of Connecticut (2001) n Bar of the State of New York (2001) n U.S. District Court for the Southern District of New York Professional affiliations: n American Bar Association n Association of Trial Lawyers of America n New York State Bar Association Mr. Hall can be reached by email at: [email protected]

JASON A. ZWEIG became associated with Kaplan Fox in January 2003. He practices in the areas of securities, antitrust, and other areas of civil litigation. Prior to joining the firm, Mr. Zweig was an associate with Proskauer Rose LLP in New York where he practiced in all areas of civil and criminal litigation. During law school, Mr. Zweig was Executive Editor for the Columbia Journal of Environmental Law. Education: n B.S., Indiana University (1995) n J.D., Columbia University School of Law (1998) Bar affiliations and court admissions: n Bar of the State of New York (1999) n U. S. Dist. Court for the Southern District of New York (2000) n U.S. Dist. Court for the Eastern District of New York (2000) • United States Court of Appeals for the Third Circuit (2001) Professional affiliations: n Association of the Bar of the City of New York Mr. Zweig can be reached by email at: JZweig(dikaplanfox.com

10 ASSOCIATES

CHRISTINE FOX has been associated with Kaplan Fox since 1995. She practices in the areas of securities and antitrust litigation. Education: n B.S., Cornell University (1992) n J.D., University of Michigan Law School (1994) Bar affiliations and court admissions: n Bar of the State of New York (1995) n U.S. District Courts for the Southern and Eastern Districts of New York Professional Affiliations: • American Bar Association n New York State Bar Association n New York County Lawyers Association n Bar Association of the City of New York Ms. Fox can be reached by email at: CFokaplanfox.com

LORI S. BRODY practices in the area of complex litigation. She first became associated with Kaplan Fox in 2001, and is resident in the firm's Los Angeles office. Education: n B.A, University of California, Berkeley (1987) n J.D., University of California, Los Angeles (1990) Bar affiliations and court admissions: n Bar of the State of California (1990) n U.S. District Courts for the Northern, Central and Southern Districts of California Ms. Brody can be reached by email at: [email protected]

JEFFREY P. CAMPISI became associated with Kaplan Fox in February 2004. He practices in the areas of securities, antitrust, and other areas of civil litigation. Prior to joining the firm, Mr. Campisi served as law clerk to the Hon. Herbert J. Hutton. Also, Mr. Campisi was an associate with Dewey Ballantine LLP in New York where he practiced in all areas of civil litigation. During law school, Mr. Campisi was a member of the Villanova Law Review. Education: n B.A., cum laude, Georgetown University (1996) n J.D., summa cum laude, Villanova University School of Law (2000) Bar affiliations and court admissions: n Bar of the State of New York (2001)

11 n U.S. Dist. Court for the Southern District of New York (2001) n U.S. Dist. Court for the Eastern District of New York (2001) Professional affiliations: n American Bar Association Mr. Campisi can be reached by email at: JCampisi ikaplanfox.com

LOUIS A. KESSLER joined the firm's San Francisco office in 2005. Mr. Kessler focuses his practice on Antitrust, Securities Fraud and Consumer Fraud class actions. Prior to joining the Firm, Mr. Kessler was an associate at Much Shelist Freed Denenberg Ament & Rubenstein PC in Chicago, Illinois. He also has worked for the Enforcement Division of the United States Securities and Exchange Commission and for Equal Rights Advocates, a public interest law firm, in San Francisco. Education: n B.A., Physics and Philosophy, Amherst College (1997)

n J.D., The Law School, The University of Chicago (2002) Bar Affiliations and Court Admissions: n State Bar of Illinois (2002)

• United States District Court for the Northern District of Illinois (2002)

n United States District Court for the Eastern District of Wisconsin (2003)

• State Bar of California (pending) Professional Affiliations: n American Bar Association

n Chicago Bar Association Mr. Kessler can be reached by email at: [email protected]

MELINDA RODON has been associated with Kaplan Fox since September 2004. She practices in the areas of securities, antitrust, and other areas of civil litigation. While attending law school, Ms. Rodon provided pro bono legal services to the Philadelphia community through the Civil Practice Clinic of the University of Pennsylvania Law School as well as the Homeless Advocacy Project. She also conducted pro bono legal research for the Southern Poverty Law Center. Education: n B.A., University of Missouri (2000) n J.D., University of Pennsylvania Law School (2004) Bar affiliations and court admissions: n Bar of the State of New York, admission pending

12 Ms. Rodon can be reached by email at: MRodon(a,kaplanfox.com

WHITNEY E. STREET became associated with Kaplan Fox in May 2006. She practices in the areas of securities, antitrust, and other areas of civil litigation. During law school, Ms. Street was a member of the Virginia Journal of Social Policy and the Law and the Virginia Journal of Law and Technology and provided pro bono legal services to the Charlottesville community through the Legal Aid Justice Center. Prior to joining the firm, Ms. Street was an associate with Pillsbury Winthrop Shaw Pittman LLP in San Francisco where she practiced in all areas of civil litigation. Education: n B.A., Economics and English Literature, University of Virginia (1999) n J.D., University of Virginia School of Law (2002) Bar Affiliations: n Bar of the State of California (2002) n Bar of the State of Texas (2004) Ms. Street can be reached by email at: WStreet(a)kanlanfox.com

AVIAH COHEN PIERSON has been associated with Kaplan Fox since September 2005. She practices in the areas of antitrust, securities, and other areas of civil litigation.

During law school, Ms. Pierson interned for Judge Mark D. Fox in the Southern District of New York. In addition, she was a member of the Fordham Law Review. Education: n B.A., summa cum laude, University of Pennsylvania (2000) n J.D., Fordham University, School of Law (2005) Bar Affiliations and Court Admissions: n Bar of the State of New York (2006) n U.S. District Courts for the Southern and Eastern Districts of New York Ms. Pierson can be reached by email at: Acohen ierson ,kaplanfox.com

ELANA KATCHER has been associated with Kaplan Fox since July 2007. She practices on complex commercial litigation. Education: n B.A. Oberlin College (1994) n J.D., New York University (2003) Bar Affiliations and Court Admissions: n New York State Bar Association n New York City Bar Association Ms. Katcher can be reached by email at: [email protected]

13 OF COUNSEL

MARY G. MORRIS practices in the area of securities litigation. She associated with the firm in 2002. Prior to joining Kaplan Fox, Ms. Morris served as Treasurer of Virginia and before that served as Virginia's Senior Assistant Attorney General for Finance and Tax, responsible for all the Commonwealth's tax litigation. Education: n B. A., with distinction, Christopher Newport College of the College of William and Mary (1976) n J.D., Marshall-Wythe School of Law, College of William and Mary (1981) n M.L. & T., Marshall-Wythe School of Law, College of William and Mary (1982) Bar affiliations and court admissions: n Bar of the State of Virginia (1981) n U.S. Supreme Court n U.S. Court of Appeals for the Fourth Circuit n U.S. District Courts for the Eastern and Western Districts of Virginia Professional affiliations: n Virginia State Bar Association n Virginia Women Attorneys Association n National Association of Bond Lawyers Ms. Morris can be reached by email at: MMorris kaplanfox.com

W. MARK MCNAIR practices in the area of securities litigation with a special emphasis on institutional investor involvement. He associated with the firm in 2003, and is resident in Washington, D.C. Prior to entering private practice, he was an attorney at the Securities and Exchange Commission and the Municipal Securities Rulemaking Board. Education: n B.A. with honors, University of Texas at Austin (1972) n J.D. University of Texas at Austin (1975) n L.L.M. (Securities) Georgetown University (1989) Mr. McNair can be reached at [email protected]

LINDA M. FONG practices in the areas of general business and consumer protection class action litigation. She has been associated with Kaplan Fox since 2001, and is resident in the firm's San Francisco office. Ms. Fong serves on the Board of the San Francisco Trial Lawyers Association and is active in its Women's Caucus. Education: n J.D., University of San Francisco School of Law (1985)

14 n B. S., with honors, University of California, Davis n Elementary Teaching Credential, University of California, Berkeley Bar affiliations and court admissions: n Bar of the State of California (1986) n U.S. District Courts for the Northern and Eastern Districts of California n U.S. Court of Appeals for the Ninth Circuit Professional affiliations: n San Francisco Trial Lawyers Association n Asian American Bar Association n Bar Association of San Francisco n Trial Lawyers for Public Justice n Consumer Attorneys of California Awards: n Presidential Award of Merit n Consumer Attorneys of California, 2000 Ms. Fong can be reached by email at: [email protected]

GARY L. SPECKS practices primarily in the area of complex antitrust litigation. He has represented plaintiffs and class representatives at all levels of litigation, including appeals to the U.S. Courts of Appeals and the U.S. Supreme Court. In addition, Mr. Specks has represented clients in complex federal securities litigation, fraud litigation, civil RICO litigation, and a variety of commercial litigation matters. Mr. Specks is resident in the firm's Chicago office. During 1983, Mr. Specks served as special assistant attorney general on antitrust matters to Hon. Neil F. Hartigan, then Attorney General of the State of Illinois. Education: • B.A., Northwestern University (1972) n J.D., DePaul University College of Law (1975) Bar affiliations and court admissions: • Bar of the State of Illinois (1975) n U.S. Courts of Appeals for the Third, Fifth, Seventh, Ninth and Tenth Circuits n U.S. District Court for the Northern District of Illinois, including Trial Bar Professional affiliations: n American Bar Association n Illinois Bar Association n Chicago Bar Association Mr. Specks can be reached by email at: [email protected]

WILLIAM J. PINILIS practices in the areas of commercial , consumer and securities class action litigation.

15 He has been associated with Kaplan Fox since 1999, and is resident in the firm's New Jersey office. In addition to his work at the firm, Mr. Pinilis has served as an adjunct professor at Seton Hall School of Law since 1995, and is a lecturer for the New Jersey Institute for Continuing Legal Education. He has lectured on consumer fraud litigation and regularly teaches the mandatory continuing legal education course Civil Trial Preparation. Mr. Pinilis is the author of "Work-Product Privilege Doctrine Clarified," New Jersey Lawyer, Aug. 2, 1999; "Consumer Fraud Act Permits Private Enforcement," New Jersey Law Journal, Aug. 23, 1993; "Lawyer-Politicians Should Be Sanctioned for Jeering Judges," New Jersey Law Journal, July 1, 1996; "No Complaint, No Memo - No Whistle-Blower Suit," New Jersey Law Journal, Sept. 16, 1996; and "The Lampf Decision: An appropriate Period of Limitations?" New Jersey Trial Lawyer, May 1992. Education: n B.A., Hobart College (1989) • J.D., Benjamin Cardozo School of Law (1992) Bar affiliations and court admissions: • Bar of the State ofNew Jersey (1992) n Bar of the State of New York (1993) n U.S. District Courts for the District of New Jersey, and the Southern and Eastern Districts of New York Professional affiliations: n Morris County Bar Association n New Jersey Bar Association n Graduate, Brennan Inn of Court Mr. Pinilis can be reached by email at: [email protected]

CHARLES J. MOXLEY, JR. Charles Moxley practices in the areas of securities, insurance, commercial, corporate, and general civil litigation, as well as performing arbitration and appellate work. He has been associated with Kaplan Fox since 1994. Mr. Moxley started his career as an associate at Davis Polk & Wardwell, and thereafter was a member of several New York City law firms. He has also served as a law professor at St. John's University School of Law and as an adjunct professor at New York Law School, teaching courses in the litigation area, including federal and New York practice, evidence, and professional responsibility. Mr. Moxley has been an arbitrator on numerous substantial arbitrations before the American Arbitration Association in the securities, contract, intellectual property, employment, construction, and other areas. He has also served extensively as a special master in New York Supreme Court.

16 He is the author of International Law and Nuclear Weapons in the Post Cold War World (Austin & Winfield, 2000) (with forewords by Robert S. McNamara, David W. Leebron, and Kosta Tsipis). Mr. Moxley's pro bono activities include service as Chair of the Independent Judicial Screening Committee for the designation of candidates for New York City Civil Judge. He is also a member of the board of the Lawyers' Committee for Nuclear Policy and a former board member of the Lawyers Alliance for World Security. In addition, he has served as New York City Law Industry Chair for the March of Dimes Walkathon. During law school, Mr. Moxley served as managing editor of the Columbia Journal of Transnational Law. He then served as law clerk to the Hon. Thomas F. Croake of the U.S. District Court for the Southern District of New York.

Education: n B.A., Fordham University (1965) n M.A., Fordham University (1966) • J.D., Columbia University School of Law (1969) Bar affiliations and court admissions: n Bar of the State of New York (1969) n U.S. Supreme Court n U.S. Courts of Appeals for the Second and Seventh Circuits n U.S. District Courts for the Southern and Eastern Districts of New York Professional affiliations: n American Bar Association • Association of the Bar of the City of New York n New York State Bar Association n New York County Lawyers Association Mr. Moxley can be reached by email at: [email protected]

SUSAN R. SCHWAIGER joined Kaplan Fox in February 2007 . She practices in the area of antitrust law. Prior to joining the firm, Ms. Schwaiger was Of Counsel with Cohen, Milstein, Hausfeld & Toll, P.L.L.C. and Pomerantz Haudek Block Grossman & Gross LLP, practicing in the antitrust area, and an associate with Shearman & Sterling, where she practiced in all areas of litigation. During law school, Ms. Schwaiger was a member of the Brooklyn Law Review. Education: n B.S., University of Tennessee (1971) n M.A., University of Kentucky (1973) • J.D., Brooklyn Law School (1992) Bar affiliations and court admissions;

17 n Bar of the State of New York (1993) n U.S. District Courts for the Southern, Eastern and Northern Districts of New York Professional affiliations: n American Bar Association New York State Bar Association Ms. Schwaiger can be reached by email at. SSchwaigerkkanlanfox.com

18 EXHIBIT E FIRM RESUME OF ZWERLING, SCHACHTER & ZWERLING, LLP

The firm of Zwerling, Schachter & Zwerling, LLP was formed on January 1, 1985 (the

"Zwerling Firm"), and is currently involved in numerous class actions in the areas of securities fraud, consumer fraud, and antitrust litigation.

Securities Litigation

The Zwerling Firm has acted or is presently acting as a lead counsel or as a member of an executive committee for plaintiffs in many securities related lawsuits, including: In re Vonage

Initial Public Offering (IPO) Securities Litigation, Civ. Action No. 07-177 (FLW) (D.N.J.); In re BP Prudhoe Bay Royalty Trust Securities Litigation, W.D. Wash. No. C06-1505 MJP; Diana

Allen Life Insurance Trust v. BP plc, et al., S.D.N.Y. Civ. No. 06-14209 (PJC); In re First

BanCorp Securities Litigation, D.P.R. Civ. No. 3:05-cv-02148-PG; Fox v. Levis, et al., S.D.N.Y.

No. MD C 06-1506 (RO); In re Silicon Image, Inc. Securities Litigation, N.D. Cal. Master File

No. C 05-00456 (MMC); In re: Old Banc One Shareholders Securities Litigation, N.D. 111. Civ.

No. 00C2100; In re Network Associates Derivative Litigation, Superior Ct. Cal., Santa Clara

Cty., CV 781854; In re Telxon Corporation Securities Litigation, N.D. Ohio, 5:98-CV-2876;

Hayman v. Price WaterhouseCoopers LLP, N.D. Ohio 01-CV-1078; In re Corrections

Corporation Shareholder Litigation, Tennessee Chancery Ct., Master File No. 98-1257-11i; In re

Adaptec Inc. Derivative Litigation, Superior Ct. Cal., Santa Clara Cty., CV 772590; In re Pacific

Scientific Securities Litigation, C.D. Cal., No. SACV-96-1106-LHM(EEx); Kaplan v. Prins

Recycling Corp., D.N.J., 96 Civ. 2444; In re Health Management Inc. Securities Litigation,

E.D.N.Y., 96 Civ. 889; Weikel v. Tower Semiconductor, Ltd., D.N.J., 96 CV 03711; In re

Bennett Funding Group Inc. Securities Litigation, S.D.N.Y., 96 Civ. 2583; In re Horizon/CMS Healthcare Corporation Securities Litigation, D.N.M., Master File No. 96-044 BB/LCS;

Rosenberg v. Stauth, W.D. Okla., Civil Action No. 96-1808-M; In re Solomon, et at. v.

Armstrong, Del. Chan. Ct., CA No. 13515 (the "GM/EDS Split-off Litigation"); In re Archer

Daniels Midland Company Derivative Litigation, Del. Ch. Ct., Cons. C.A. No. 14403; In Re

American Pacific Securities Litigation, D. Nev., CV-S-93-00576-PMP; McNeil v. Austin, Sup.

Ct., N.Y. Co., Index No. 33189/91, In Re Foodmaker/Jack-in-the-Box Securities Litigation,

W.D. Wash., No. C93-517WD; In re Ames Department Stores, Inc. Stock Litigation, D. Conn.,

90-00027 (PCD); In Re: General Development Corporation Securities Litigation, S.D. Fla., 90-

069; In Re Republic Pictures Corporation Shareholders Litigation, Del. Chan. Ct., C.A. No.

13122; In Re Blockbuster Entertainment Corp. Shareholders Litigation, Del. Chan. Ct., Civil

Action No. 13319; In re First Capital Holdings Corporation Financial Products Securities

Litigation; C.D. Cal., MDL No. 901; In re New World Securities Litigation, C.D. Cal., CV 88-

06260; In re Anchor Securities Litigation, E.D.N.Y., 88 Civ. 3024; 3Com Corp. Securities

Litigation, N.D. Cal., C89-20480; In re Par Pharmaceutical Derivative Litigation, S.D.N.Y., 89

Civ. 5497 (RPP); Fishbein v. Resorts International Inc., S.D.N.Y., 89 Civ. 6043 (MGC); In re

Bank of Boston Securities Litigation, D. Mass., 89-2269-H; In re Howard Savings Bank

Securities Litigation, D.N.J., 89-5131; Merril v. Gulf States Utilities Co., E.D. Tex., B-86-574-

CA.

In addition, the Zwerling Firm represents or has represented public employee pension funds and union pension funds in securities litigation, including : In Re: Doral Financial Corp.

Securities Litigation, S.D.N.Y., Case No.: 1:05-md-1706 (RO); and Clinton Charter Township

Police and Fire Retirement Systems v. Donald. J. Reckler, et at., E.D.N.Y, Case No.: 03 CV

5008 (TCP).

2 The following is a representative sample of the complex securities claims which the

Zwerling Firm has litigated:

In re First BanCorp Securities Litigation, D.P.R. Civ. No. 3:05-cv-02148-PG, co- lead counsel in securities fraud class action involving sham mortgage sales transactions between Puerto Rico banks. The Zwerling Firm achieved a $74.25 million settlement in less than eighteen months of litigation, which is pending court approval.

Hayman v. Price WaterhouseCoopers, LLP, N.D. Ohio, 0l-cv-1078, brought on behalf of investors in Telxon Corp. securities against the company's auditors for issuing false opinions on the company's financial statements. The Zwerling Firm obtained a recommendation for a default judgment against PriceWaterhouseCoopers, LLP and subsequently settled the action for $27.9 million.

In re Telxon Corp. Securities Litigation, N.D. Ohio 5:98-cv-2876, a securities fraud class action where the Zwerling Firm, as sole lead counsel obtained a settlement of $40 million on behalf of investors. Class members in the PriceWaterhouseCoopers and Telxon actions received over 70% of their losses in the two settlements.

In re Corrections Corporation Shareholder Litigation, Tennessee Chancery Ct., Master File No. No. 98-1257-iii - shareholder class action challenging a management-led buyout of public shareholders in exchange for shares in a publicly held REIT.

In re Bennett Funding Group Inc. Securities Litigation, S .D.N.Y., 96 CV 2583 - securities fraud class action involving the single largest alleged Ponzi scheme in the United States. The Zwerling Firm has been on the Executive Committee successfully prosecuting the accountants, insurers , and sellers of the alleged fraudulent securities.

In re Health Management Inc. Securities Litigation, E.D.N.Y., 96 Civ. 889 - securities fraud class action alleging accounting fraud by the company and its auditors. The Zwerling Firm was co-lead trial counsel in the first case tried pursuant to the Private Securities Litigation Reform Act of 1995.

Rosenberg v. Stauth, Civil Action No. 96-1808-M - shareholders' derivative action involving alleged improper business practices at Fleming Companies, Inc. in which the demand futility defense was successfully defeated.

In re ICN/Viratek Securities Litigation, S .D.N.Y., 87 Civ 4296- securities fraud class action involving FDA sought approval of an HTV drug.

McNeil v. Austin, Index No. 33189/91 - shareholders ' derivative action regarding the sale of defective nuclear containment systems by General Electric.

3 In re Adaptec Inc. Derivative Litigation, Master File No. CV 772590 and In re Network. Associates Derivative Litigation, Superior Ct. Cal., Master File No. CV 781854- shareholders' derivative lawsuits pursuant to California's insider trading statute to recover profits from the company's officers and directors.

In re Ames Department Stores, Inc. Stock Litigation , D. Conn ., 90-00027 (PCD) - securities fraud class action in which the Second Circuit reaffirmed the scope of the "in connection with" requirement of the Securities Exchange Act §10(b).

Courts have commented favorably upon the expertise of the Zwerling Firm. In appointing the firm as lead counsel in In re Old Bane One Shareholders Securities Litigation,

N.D. Ill., 1:00-CV-2100, the Court noted that the "attorneys have extensive experience, many successes on their resumes, and have obtained sizable recoveries on behalf of their clients."

Minute Order, dated December 21, 2000.

In appointing it as lead counsel in In re Telxon Corporation Securities Litigation, N.D.

Ohio, 5:98-CV-2876, the Court determined that the Zwerling Finn has "the requisite ability and expertise to prosecute and manage this litigation effectively." Memorandum and Order entered

August 25, 1999, p. 39.

As a member of a team of plaintiffs' trial counsel in In re ICN/Viratek Securities

Litigation, S.D.N.Y., 87 Civ 4296, the Zwerling Firm was complimented by Judge Kimba Wood as having done a "superb job on behalf of the class.... This was a very hard fought case. You had very able, superb opponents, and they put you to your task.... The trial work was beautifully done and I believe very efficiently done...."

In In re Par Pharmaceutical, Inc. Derivative Litigation, S.D.N.Y., 89 Civ 5742 (RPP),

Judge Patterson, in commenting on the Zwerling Firm, said "[they] acted skillfully and resourcefully.... [The Zwerling Firm] exercised wisdom and judgment and negotiated a skillful

4 settlement with the defending company and with the officer and director/defendants." (Slip Op.

June 12, 1992).

Chief Judge Weinstein, in the Jack Eckerd Corporation litigation (E.D.N.Y. 1986), and

Judge Charles P. Sifton in both Golden vv Shulman [1988 Transfer Binder] Fed. Sec. L. Rep.

(CCH) ¶94,060 (E.D.N.Y. 1988) and Cagan v. Anchor Savings Bank, FSB, [1990] Fed. Sec. L.

Rep. (CCH) 194,060 (E.D.N.Y. 1990) also commented favorably upon the Zwerling Firm.

One of the partners of the Zwerling Finn was appointed by former Chief Judge Browning as Proof-of-Clain Counsel in connection with the loss analysis in In re Washington Public

Power Supply System Securities Litigation, MDL 551, in the United States District Court for the

District of Arizona. In that matter, former United States District Judge Nicholas J. Bua, as

Special Master appointed by the Court, in commenting on one of the partners in the firm, said:

"I ... find that the services of Mr. Schachter were efficiently and reasonably performed by him personally.... Mr. Schachter specifically was appointed by the District Court to serve as Claims

Counsel.... It was not unreasonable for a senior partner like Mr. Schachter, with his vast knowledge of the case, to directly oversee the claims administration process rather than relying upon less knowledgeable junior attorneys. The class received its money's worth for Mr.

Schachter's services...."

Antitrust / Consumer Litigation

The Zwerling Firm has acted or is presently acting as a lead counsel or member of an executive committee in numerous class actions involving antitrust claims and deceptive trade practices, including : In Re Oxycontin Litigation , S.D.N.Y., 04 MDL No. 1603; In re Neurontin

Antitrust Litigation, D.N.J., MDL No. 1479; In re Tamoxifen Antitrust Litigation, E.D.N.Y.,

MDL No. 1408; Karofsky v. Abbott Laboratories, et al., Case No . CV-95-1009 (as well as in 10

5 related cases in other state courts); In Re Lorazepam and Clorazepate Antitrust Litigation,

D.D.C., MDL-1290 (TFH) (as well as in I1 related cases in state courts); Newman v. DuPont

Merck Pharmaceutical Company, Superior Ct. Cal., Case No. 788358; In Re Ciprofloxacin

Hydrochloride Antitrust Legislation, E.D.N.Y., Master File No. CV-00-4428 MDL No. 1383;

Pickett v. Holland America Line, 2000 WL 1141052 (Wash. App. Div. 1); Latman v. Costa

Cruise Lines, N.V., 758 So.2d 699 (2000); Renaissance Cruises, Inc. v. Glassman, 738 So.2d

436 (1999) (as well as in 7 related cases in other state courts); Garcia v. General Motors

Corporation, N.J. Superior Ct., Docket No. L-4394-95; In re Playmobil Antitrust Litigation,

E.D.N.Y., 95 Civ. 2896; and Boni v. America Online Inc., Del. Chancery, New Castle County,

95-C-07 and Feige v. America Online Inc_, Sup. Ct., N.Y. County, Index No. 118333/95) (as well as other related cases in state courts).

In the antitrust area, the firm is currently on the Steering Committee for plaintiffs in In

Re: Insurance Brokerage Antitrust Litigation, D.N.J., MDL No. 1663 04-CV-5184 and 05-CV-

5533 ("Insurance Brokers"). In Insurance Brokers, settlements totaling over $128 million have been reached with two of the many defendant groups. The Zwerling Firm also currently plays a significant role in the prosecution of Funeral Consumers Alliance, Inc. et al. v. Service

Corporation International, et al., S.D. Tex., CA No. H-05-ev-03394 (KMH), a major antitrust multi-district litigation.

The Zwerling Firm is one of the three class counsel in Rodriguez v. West Publishing

Corporation, C.D. Cal., Case No. 05-3222, where a $49 million settlement of antitrust claims has been reached , pending final court approval, on behalf of a class of law graduates enrolled in the

BARIBRI bar review courses.

6 The Zwerling Firm also represents union health and welfare funds in litigation to recover damages for price-fixing and other anti-competitive behavior. Such actions include: In re

Norvir Abbott Laboratories Antitrust Litigation, N.D.Ca., Case No. 04-1511; In re: Oxycontin

Antitrust Litigation, S.D.N.Y., 04 MDL 1603 (SHS); In Re Tamoxifen Citrate Antitrust

Litigation , E.D.N.Y., MDL No. 1408 (ILG); In re Ciprofloxacin Hydrochloride Antitrust

Litigation , E.D.N.Y., Master File No.: 1:00-MD-1383 (DGT).

In In re Norvir Abbott Laboratories Antitrust Litigation , N.D.Ca., Case No. 04-1511, the

Zwerling Finn represents the SEIU International Health Fund against Abbott Laboratories in an action for monopoly leveraging under Section 2 of the Sherman Antitrust Act, as well as the

California Unfair Competition law and state law unjust enrichment. On June 13, 2007, the court certified a nationwide class for injunctive relief under the Sherman Antitrust Act and for money damages under the unjust enrichment laws of 48 of the 50 States; the SEIU was appointed to serve as a class representative . A trial in this matter is scheduled for the fall of 2008.

In In Re Oxycontin Litigation , S.D.N.Y., 04 MDL No. 1603, the Zwerling Firm represents Local 1199 National Benefit Fund and has been appointed third-party payor co-lead counsel. This matter challenges the monopoly pricing of Oxycontin, a pain killer, the patents for which are in question. The matter is currently stayed pending the resolution of the underlying patent litigation.

The Zwerling Firm was appointed co-lead counsel for plaintiffs in numerous related indirect purchase actions brought against Mylan Laboratories, Inc. regarding injury to competition and monopolization , as well as price fixing. Those actions included an action in federal court, In Re Lorazepam & Clorazepate Antitrust Litigation, D.D.C., MDL-1290 (TFH)

7 and resulted in settlements of over $100 million. The plaintiffs represented by the Zwerling Firm included several institutions , such as union health funds and private insurers.

The Zwerling Firm was co- lead counsel and a member of the Executive Committee in eleven actions filed against the major pharmaceutical manufacturers alleging violations of state antitrust laws for charging higher prices to consumers who purchased brand name prescription drugs from retail pharmacies. Those cases resulted in a $65 million settlement. The courts presiding over those cases have commented on the Zwerling Firm's expertise:

I think the lawyering in this case is most commendable. I think that both sides have accorded themselves in a manner that allows us to be proud of the profession...

Kerr v. Abbott Laboratories, et al., Case No. 96-2837, Transcript of Hearing at 16-17. (Dist. Ct. Hennepin County, Minn., Nov. 24, 1998).

• this Court, in particular, has been helped along every step of the way by some outstanding lawyering ... You can hardly say that there's been anything but five star attorneys involved in this case.

Scholfield v. Abbott Laboratories, et at. , Case No. 96 CV 460, Transcript of Hearing at 31 & 33. (Cir. Ct. Dane County, Wise., Oct. 5, 1998).

• I think the quality of counsel is excellent.

McLaughlin v. Abbott Laboratories, et al., Case No. CV 95-0628, Transcript of Hearing at 28. (Super. Ct. Yavapai County, Ariz., Oct. 28, 1998).

• I'll join my learned colleagues from this and other jurisdiction[s] in commending counsel in arriving at something that represents a great deal of hard work and a great deal of ingenuity in putting together a settlement of this magnitude and complexity, and especially the cost effective way in which this settlement is proposed to be distributed.

Karofsky v. Abbott Laboratories, et at., Case No. CV- 95-1009 , Transcript of Hearing at 17 (Super. Ct. Cumberland County, Maine, Dec. 2, 1998).

In addition, the Zwerling Firm represented consumers who were victims of overcharging in the sale of toys in In re Playmobil Antitrust Litigation, E.D.N.Y., 95 Civ. 2896. Judge Seybert

8 complimented the work of Class Counsel, including the Zwerling Firm, stating in her opinion certifying the Class:

As set forth in greater detail in the firm resumes...: (1) Zwerling, Schachter & Zwerling, LLP [and three other firms] ... all have extensive familiarity with the prosecution of complex litigations, class actions and specifically, antitrust litigations.... This is further borne out by counsels' submissions and conduct to date before this Court.

In re Playmobil Antitrust Litigation, 1998 WL 966003 at *13 (E.D.N.Y. Dec. 30, 1998).

In the area of deceptive trade practices, the Zwerling Firm was lead counsel in coordinated nationwide actions against the world's leading passenger cruise lines regarding their advertising practices concerning "port charges." (Cicogna v. Royal Caribbean Cruises, Ltd., Cir.

Ct. Dade Co. 96-08075; Espinet v. Kloster Cruise Ltd., Cir. Ct. Dade Co. 96-08076 ; Bellikoff v.

Celebrity Cruises Inc., Cir. Ct. Dade Co. 96-08077; Hackbarth v. Carnival Cruise Lines Inc.,

Cir. Ci. Dade Co. 96-08078; Glassman v. Renaissance Cruises, Inc., Cir. Ct. Broward Co. 96-

005490; Pickett v. Holland America Line, Sup. Ct., King Co. (Wash.) 96-2-10831 ("Pickett"),

Barton v. Princess Cruises Inc., Sup. Ct., L.A. Co. BC 148448 ); Millheiser v. Dolphin Cruise

Line, Cir. Ct. Dade Co. 96-18146; Latman v. Costa Cruise Lines N. V., Cir Ct. Dade Co. 96-

18139; and Cronin v. Cunard Cruise Line, Sup. Ct ., N.Y. Co., 96-115899 ). These cases resulted in settlements in excess of $100 million. In Pickett, the Court complimented the finn by declaring that "[t]his has been litigated very professionally from the beginning to the end."

In addition, the Zwerling Firm was involved in cases regarding defective automobile brakes (McGill v. General Motors Corp., Sup. Ct., Bronx Co., Index No. 15525-95) (related to

Garcia v. General Motors Corp., N.J. Superior Ct., Docket No. L-4394-95) and defective pacemakers (Gould v. Telectronics Pacing Systems, S.D. Ohio, 95-726).

9 The Zwerling Firm was appointed Administrator for the General Motors Diesel Litigation

Fund under the direction of Judge Henry Bramwell, District Judge, United States District Court,

Eastern District of New York.

Other Complex Litigation

In County of Nassau v. Hotels.com, L.P., E.D.N.Y., Case No. 2:06-cv-05724, the

Zwerling Firm represents Nassau County (NY) in a class action seeking to recover unpaid taxes from internet-based hotel reservation companies on behalf of a class consisting of all New York counties and municipalities.

In addition, the Zwerling Firm has also represented union health and welfare funds in litigation against the tobacco industry. Those claims were for the excess costs incurred by the funds in providing health care to the members of their unions as a result of the fraudulent and deceptive practices of the tobacco companies (Eastern States Health & Welfare Fund, et al. v.

Philip Morris, Inc., et al., Sup. Ct. N.Y. Co., Index No. 97/603869).

The Zwerling Firm has been counsel in high profile constitutional and civil rights actions.

In Haley v. Pataki, N.D.N.Y., 95-CIV 550, the firm obtained an order forcing the Governor of the State of New York to stop withholding salaries from legislative employees in an attempt to coerce members of the State Legislature to vote on his State budget. In a related case, Dugan v.

Pataki, Sup. Ct., Kings Co., Index No. 16341/95, the firm obtained the same relief for the elected members of the State Legislature.

The Zwerling Firm has represented the New York City Council in Mayor of the City of

New York v. Council ofthe City ofNew York, Sup. Ct., N.Y. Co., Index No. 402354/95, an action in which the Mayor challenged the legislative powers of the City Council in connection with the establishment of a board to review allegations of police corruption.

10 The Zwerling Firm also represented the Straphangers Campaign, a mass transit advocacy group, in New York Urban League v. Metropolitan Transportation Authority, 95-CIV-9001

(RPP), an action to compel the State of New York and the MTA to allocate transit subsidies in a manner which does not have a discriminatory impact on minority ridership in New York City.

The Zwerling Firm was an active member of the 9/11 Union Project where it provided legal representation pro bono for low income victims of the World Trade Center attacks and their families.

Members of the Firm

Jeffrey C. Zwerling

Jeffrey C. Zwerling was admitted to the bar of the State of New York in 1972 and to the bar of the State of Arizona in 1981; he is admitted to the following federal courts: the United

States District Court for the Southern and Eastern Districts of New York and the United States

Court of Appeals for the Second Circuit. He received a Bachelor of Science degree with Honors from Lehigh University in 1968 and a Juris Doctor degree from Columbia University School of

Law in 1971. He was Articles Editor of the Columbia Journal of Transnational Law. His professional affiliations include: New York State Bar Association, Association of the Bar of the

City of New York, Nassau County Bar Association, and State Bar of Arizona.

On July 1, 1977, Mr. Zwerling founded the Law Offices of Jeffrey C. Zwerling; on

January 1, 1985 that firm became Zwerling, Schachter & Zwerling, LLP. Prior to 1977, Mr.

Zwerling was associated with the firms of Gasperini, Koch & Savage; Koch & Gluck; and

Murray A. Gordon, P.C., with emphasis on civil litigation, real estate, general corporate and commercial matters. Mr. Zwerling has represented and advised the Uniformed Fire Officers

Association in regard to its pension funds and annuity plans.

11 Mr. Zwerling has extensive experience in all phases of complex litigation, including jury and nonjury trials , mediation , expert discovery, and settlement negotiations. He has negotiated several innovative corporate governance and structural changes in the resolution of shareholders' complaints. He is highly knowledgeable about economic and finance issues.

Mr. Zwerling is located in both the firm's New York and Long Island offices.

Robert S. Schachter

Robert S. Schachter was admitted to the bar of the State of New York in 1972; he is admitted to the following federal courts: the United States District Court for the Southern and

Eastern Districts of New York and the Central District of California, the United States Court of

Appeals for the Second, Fifth and Ninth Circuits, and the Supreme Court of the United States.

He received a Bachelor of Arts degree from Syracuse University in 1968 and a Juris Doctor degree from Brooklyn Law School in 1971. His professional affiliations include: The American

Bar Association (Lecturer, Panels in Class Actions, 1980 and 1998) and the Second Circuit

Federal Bar Council. Mr. Schachter was a panelist at the Public Funds Summit (2002-2004),

Investment Education Symposium sponsored by the Council of Louisiana Trustees (2002), and

Fire & Police Pension Summit (2002).

Prior to the formation of the Zwerling Firm, Mr. Schachter was associated since 1973 with the fine now known as Labaton Sucharow & Rudoff LLP. Mr. Schachter became a partner of that firm on January 1, 1978, concentrating in complex multi-district litigation.

Mr. Schachter has extensive experience in all phases of complex litigation. He has been involved in many settlement negotiations, as well as the drafting of complex settlement documents, and has particular expertise in the administration of class settlements. Mr. Schachter

12 has been instrumental in crafting novel settlements which have been applauded by courts in securities, as well as antitrust matters, including corporate governance issues.

Mr. Schachter is located in the firm's New York office.

Robin F. Zwerling

Robin F. Zwerling was admitted to the bar of the State of New York in 1976; she is admitted to the following federal courts: the United States District Court for the Southern and

Eastern Districts of New York, the United States Court of Appeals for the Second, Fourth and

Seventh Circuits, and the Supreme Court of the United States. She received a Bachelor of Arts degree cum laude from Jackson College of Tufts University in 1972, and a Juris Doctor degree from Georgetown University Law Center in 1975. Her memberships include: the American Bar

Association, the National Institute of Trial Advocacy, the National Association of Securities and

Commercial Law Attorneys, and the Second Circuit Federal Bar Council.

Ms. Zwerling has concentrated in litigation since her graduation from law school. At that time, she became associated with Martin, Clearwater & Bell, becoming a partner in 1982 and remained there until the formation of the Zwerling Firm in 1985. Ms. Zwerling has extensive experience in all phases of litigation, including trials and appellate arguments. She has tried cases in both state and federal courts. Ms. Zwerling successfully completed the National

Institute of Trial Advocacy's Advanced Trial Practice course after having tried a number of cases.

Ms. Zwerling is located in the firm's New York office.

Susan Salvetti

13 Susan Salvetti was admitted to the bar of the State of New York in 1980 ; she is admitted to the following federal courts: the United States District Court for the Southern and Eastern

Districts of New York. She received a Bachelor of Arts degree summa cum laude from Thomas

More College of Fordham University in 1976 and a Junis Doctor degree from Fordham

University School of Law in 1979. Her memberships include: the American Bar Association, the New York State Bar Association Committee Member of the Commercial and Federal

Litigation Section on Class Actions, Who's Who in American Women, and Phi Beta Kappa.

Ms. Salvetti has concentrated in litigation throughout her career, becoming a partner of the Zwerling Firm on January 1, 1992. Prior to her association with the firm in 1985, she was associated with Martin, Clearwater & Bell. Prior to that time, Ms. Salvetti was associated with

Newman, Tannenbaum, Helpern & Hirschtritt, a general practice firm.

Ms. Salvetti has extensive experience in all phases of complex litigation, including as trial counsel and complex discovery. She has taken numerous depositions, argued motions before courts, and has negotiated complicated settlements in both securities and consumer matters.

Ms. Salvetti is located in the firm's New York office.

Richard A. Speirs

Richard A. Speirs was admitted to the bar of the State of New York in 1986; he is admitted to the following federal courts: the United States District Court for the Southern and

Eastern Districts of New York, and the United States Court of Appeals for the Tenth Circuit. He received a Bachelor of Arts degree cum laude from Brooklyn College of the City University of

New York in 1976. Mr. Speirs received his Juris Doctor degree from Brooklyn Law School in

14 1985, where he was awarded the Order of the Coif and was the recipient of American

Jurisprudence Awards in Conflicts of Law and Labor Law. He is a member of the New York

State Bar Association and the Second Circuit Federal Bar Counsel. Mr. Speirs was a panelist at the Public Funds Summit in 2007.

Mr. Speirs became a partner of the firm on January 1, 2000. Prior to his association with the Zwerling Finn in 1997, Mr. Speirs was an associate of Bernstein Litowitz Berger &

Grossmann LLP where he concentrated primarily in securities and class action litigation.

Mr. Speirs has extensive experience in all phases of complex litigation, including the investigation and analysis of potential matters and the development of electronic discovery requirements. He has conducted many depositions of both fact and expert witnesses and has acted as trial counsel.

Mr. Speirs is located in the both the firm's New York and Long Island offices.

Senior Counsel

Hillary Sobel

Hillary Sobel was admitted to the bar of the State of New York in 1989; she is also admitted to the following federal courts: the United States District Court for the Southern and

Eastern Districts of New York and the United States Court of Appeals for the Fourth and Ninth

Circuits. She received a Bachelor of Arts Degree from Barnard College of Columbia University in 1985 , and a Juris Doctor degree from the Benjamin N. Cardozo School of Law of Yeshiva

University in 1988, where she was Editor of the ILSA International Law Journal. Her memberships include : the American Bar Association.

15 Ms. Sobel has been involved in complex discovery, including responding to and drafting discovery requests, questioning fact and expert witnesses , as well as arguments before the court.

She has also participated at trial, including witness questioning, as well as trial preparation.

Ms. Sobel is located in the firm's New York office.

Stephen L. Brodsky

Stephen L. Brodsky was admitted to the bar of the State of New York in 1994; be is also admitted to the United States District Court for the Southern and Eastern Districts of New York and the United States Court of Appeals for the Third and Eighth Circuits. He received a

Bachelor of Arts degree summa cum laude from the University of Pennsylvania in 1989, and a

Juris Doctor degree from Columbia Law School in 1993, where he was a Harlan Fiske Stone

Scholar and member of the Columbia Journal of Law and Social Problems. His memberships include: Phi Beta Kappa.

Mr. Brodsky has published "Federal Courts in New York Provide Framework For

Enforcing Preliminary Agreements," in the New York State Bar Association Journal

(March/April 2001) and "Defending an Agent Against a Claim for Breach of Warranty of

Authority," NY Litigator (Spring 2001). Prior to joining the Zwerling Firm, Mr. Brodsky was associated with Sonnenschein Nath & Rosenthal, LLP.

Mr. Brodsky is located in the firm's New York office.

Associates of the Firm

Sona R. Shah

Sona R. Shah was admitted to the bar of the State of New Jersey in 1997, and to the bar

16 of the State of New York in 1998; she is also admitted to the following federal courts: the United

States District Court for the Southern and Eastern Districts of New York. She received a

Bachelor of Arts degree from New York University in 1994, and a Juris Doctor degree from

Fordham University School of Law in 1997. Her professional affiliations include: the New

York State Bar Association.

Prior to her association with the Zwerling Firm, Ms. Shah was associated with the Center for Constitutional Rights.

Ms. Shah is located in the firm's New York office.

Shave J. Fuchs

Shaye J. Fuchs was admitted to the bar of the State of New Jersey in 1999 and to the bar of the State of New York in 2000; he is also admitted to the following federal courts: the United

States District Court for the Southern and Eastern Districts of New York. He received a

Bachelor of Arts degree magna cum laude from Queens College of the City University of New

York in 1995, and a Juris Doctor degree from Brooklyn Law School in 1998. His memberships include: the American Bar Association, the New York County Lawyers Association, and Phi

Beta Kappa.

Prior to his association with the Zwerling Firm, Mr. Fuchs interned at the New York

Stock Exchange Enforcement Division and has been of counsel in securities class action lawsuits.

Mr. Fuchs is located in the firm's Long Island office.

Justin M. Tarshis

17 Justin M. Tarshis was admitted to the bar of the State of New York in 2003; he is also admitted to the United States District Court for the Southern and Eastern Districts of New York.

He received a Bachelor of Science degree from the University of Wisconsin in 1999, and a Juris

Doctor degree cum laude from Brooklyn Law School in 2002. While in law school, Mr. Tarshis was the recipient of the Samuel L. Sporn Academic Achievement Scholarship and the CALI

Excellence for the Future Award in Civil Practice. In addition, Mr. Tarshis served as an intern to the Honorable Shira A. Scheindlin of the Southern District of New York, as well as an intern in the New York State Attorney General's Office.

Mr. Tarshis is located in the firm's New York office.

Kevin M. McGee

Kevin M. McGee was admitted to the bar of the State of New York in 1996 and to the bar of the State of Florida in 2003. He is admitted to the United States District Court for the

Southern District of Florida. He received a Bachelor of Arts degree cum laude from the State

University of New York at Stonybrook in 1990 and a Juris Doctor degree from Fordham

University School of Law in 1995. At Fordhani, Mr. McGee was a member of the Moot Court

Board.

Prior to his association with the Zwerling Firm, Mr. McGee was a Senior Counsel in the

Enforcement Division of the United States Securities and Exchange Commission. In that position, Mr. McGee investigated potential violations of federal securities laws, prosecuted alleged violations of securities laws, conducted settlement negotiations, took testimony, conducted depositions, and worked with United States Attorneys in investigating and prosecuting cases. Cases he worked on involved, for example, Ponzi schemes, pump and dump schemes,

18 insider trading, and accounting irregularities.

Mr. McGee is located in the firm's Boca Raton office.

Paul Kleidman

Paul Kleidman was admitted to the bar of the State of New York in 2002; he is also admitted to the United States District Court for the Southern and Eastern Districts of New York.

He received a Bachelor of Science degree from Boston University in 1998, and a Juris Doctor degree from the State University of New York at Buffalo School of Law in 2001. While in law school, Mr. Kleidman was the recipient of the Martin Feinrider Merit Scholarship. He served as

Business Editor of the Buffalo Human Rights Law Review and was a Senior Member of the

Jessup International Moot Court Board.

Prior to joining the Zwerling Finn, Mr. Kleidman was an Assistant Corporation Counsel in the General Litigation Division of the New York City Law Department. There, he worked on high profile class action lawsuits, including Benjamin v. Horn in the Southern District of New

York.

Mr. Kleidman is located in the firm 's New York office.

Stephanie E. Kirwan

Stephanie E. Kirwan was admitted to the bar of the State of New Jersey in 2004, and to the bar of the State of New York in 2005; she is also admitted to the following federal courts: the

United States District Court for the District of New Jersey, and the United States District Court

19 for the Southern and Eastern Districts of New York. She received a Bachelor of Arts degree from Tufts University in 2000, and a Juris Doctor degree cum laude from New York Law School in 2004, where she was an associate editor for the Law Review. Her professional associations include: the New York State Bar Association, the New York County Lawyers Association; and the New York State Trial Lawyers Association.

Prior to her association with the Zwerling Firm, Ms. Kirwan was associated with the

Renzulli Law Finn where her practice concentrated in litigation.

Ms. Kirwan is located in the firm's New York office.

David R. Kromm

David R. Kromm was admitted to the bar of the State of New York in 2001 . He received a Bachelor of Arts degree and graduated with Departmental Honors from Wheaton College in

1997, and a Juris Doctor degree from St. John's University School of Law in 2000, where he was

Editor-in-Chief of the St. John's Journal of Legal Commentary. While in law school,

Mr. Kromm served as an intern with the United States Attorney's Office, Southern District of

New York. His professional affiliations include the New York State Bar Association.

Prior to his association with the Zwerling Firm, Mr. Kromrn worked as a criminal trial prosecutor with the Office of the District Attorney, Bronx County (New York) for six years. As a prosecutor, he was lead counsel in approximately two dozen criminal trials.

Mr. Kromm is located in the firm 's New York office.

Ana Cabassa

Ana Maria Cabassa was admitted to the bar of the State of New York in 2001 and to the

20 bar of the District of Columbia in 2002; she is admitted to the following federal courts: the

United States District Court for the District of Columbia, and the Tax Court. She received a

Bachelor of Science degree in Accounting and Finance, magna cum laude, from Georgetown

University in 1995 and a Juries Doctor degree from New York University, School of Law in

2000. She received the Thomas Stoddard Award for editing contributions to the Journal of

Legislation and Public Policy. Her professional affiliations include: American Bar Association and New York State Bar Association.

Ms. Cabassa is also a Certified Public Accountant.

Prior to her association with the Zwerling Firm, Ms. Cabassa was associated with Latham

& Watkins, LLP, where she represented clients in antitrust, securities and complex commercial litigation matters.

Ms. Cabassa has extensive experience in all phases of complex litigation, including the investigation and analysis of potential matters and the development of electronic discovery requirements.

Ms. Cabassa is located in the firm 's New York office.

Of Counsel

Dan Drachier

Dan Drachler was admitted to the bar of the State of New York in 1988; he is also admitted to the bar of the States of Washington, New Jersey and Minnesota; he is admitted to the following federal courts: the United States District Court for the Southern and Eastern Districts of New York, the United States District Court for the Western and Eastern Districts of

Washington, and the United States Court of Claims. Mr. Drachler received a Bachelor of Arts

21 degree cum laude from the University of South Carolina in 1980, and his Juris Doctor degree cum laude from New York Law School in 1987. At New York Law School, Mr. Drachler was a member of the law review and was a John Ben Snow Merit Scholar. His professional affiliations include: the American Bar Association, the Washington State Bar Association, the King County

Bar Association, and the National Association of Consumer Advocates.

Prior to joining the Zwerling Firm, Mr. Drachler served as Chief Deputy Attorney

General for the State of New York. In that position, all litigation and administrative proceedings in the Securities Bureau were subject to Mr. Drachler's review. Mr. Drachler also regularly counseled state agencies and the Governor's office regarding a variety of legal and non-legal matters. From 1987 to 1993, Mr. Drachler was an associate and then partner of Koppell,

Drachler & Lipofsky. At that firm, he concentrated in general civil litigation, real estate, and trusts and estates.

Mr. Drachler was an Adjunct Professor at New York Law School from 1992-97. He taught "Negotiation, Counseling and Interviewing," a course designed to develop skills in counseling clients and conducting negotiations in simple and complex matters.

Mr. Drachler is located in the firm's Seattle office.

Joseph Lipofsky

Joseph Lipofsky was admitted to the bar of the State of New Jersey in 1972, and is also admitted to the bar of the States of New York, Missouri and Michigan; he is admitted to the following federal courts: the United States District Court for the Southern and Eastern Districts of New York, the District of New Jersey, the Eastern District of Missouri, the Eastern District of

Michigan, and the Supreme Court of the United States. He received a Bachelor of Science

22 degree from Rider College in 1969, and a Juris Doctor degree cum laude from Seton Hall

University School of Law in 1972. His professional affiliations include: the American Bar

Association; the New York State Bar Association, where he serves on the Executive Committee of the Antitrust Section ; the National Lawyers Guild; and the National Association of Consumer

Advocates. He also serves as a Board Member for Brooklyn Legal Services Corporation A; and for the Sugar Law Center for Economic and Social Justice.

Prior to joining the Zwerling Firm, Mr. Lipofsky served as Deputy Counsel to the

Attorney General of New York. In that capacity, he regularly counseled state agencies and the

Governor's office regarding a variety of legal and non-legal matters. From 1991 to 1993, Mr.

Lipofsky was counsel to the firm of Koppell & Drachler and then partner of Koppel], Drachler &

Lipofsky. Prior to 1991, he served as an attorney and Executive Director with legal service programs in New Jersey, Missouri and Michigan, as well as with various labor unions including their ERISA funds.

Mr. Lipofsky i s located in the firm's New York office.

Jonathan Platnick

Jonathan Platnick was admitted to the bar of the State of New York in 1979.

Mr. Platnick received a Bachelor of Arts degree magna cum laude from The City University of

New York 1971, and his Juris Doctor degree from the New York University School of Law in

1978.

His memberships include: Phi Beta Kappa.

Mr. Platnick is located in the firm 's New York office.

23 Lisa Holman

Lisa Holman was admitted to the bar of the State of New York in 1998. She received a

Bachelor of Arts degree from Cornell University in 1994, and a Juris Doctor degree from the

University of Michigan Law School in 1997. Her memberships include the American Bar

Association and the New York State Bar Association.

Prior to joining the Zwerling Firm, Ms. Holman practiced corporate law and securities litigation with Goodkind Labaton Rudoff & Sucharow, LLP, now known as Labaton Sucharow

& Rudoff LLP.

Ms. Holman is located in the firm's New York office.